A. La’Verne Edney
About A. La’Verne Edney
A. La’Verne Edney, age 58, has served as an independent director of Origin Bancorp, Inc. (OBK) since 2021. She is a litigation partner at Butler Snow LLP (since 2018) within the Pharmaceutical, Medical Device & Healthcare Litigation Group, and is a Fellow of the American College of Trial Lawyers, International Academy of Trial Lawyers, and International Society of Barristers . She holds a B.S. from Alcorn State University and a J.D. from Mississippi College School of Law .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Butler Snow LLP | Litigation Partner (Pharma/Med Device/Healthcare) | 2018–present | Recognized by Chambers USA (2020–2021); Best Lawyers in America (Mass Torts/Class Actions, since 2016) |
| American Board of Trial Advocates | Fellow; President‑Elect; Faculty in Masters in Trial program | N/A | Trial education in IA, SC, KY, NV; multiple national trial academy faculties |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Mississippi College | Board of Trustees | N/A | Also named Distinguished Alumni Lawyer (2018) |
| Magnolia Speech School | Board member | N/A | Community service in MS market |
| Baptist Hospital | Board of Regents | N/A | Healthcare governance exposure |
| Greater Jackson Chamber | Board member | N/A | Regional market ties |
Board Governance
- Independence: The Board determined Ms. Edney is independent under NYSE and SEC rules; 10 of 11 anticipated directors are independent .
- Committees: Member, Nominating & Corporate Governance Committee; Member, Risk Committee (not chair) .
- Attendance: Board met 7 times in 2024; each director participated in at least 75% of Board and assigned committee meetings; all then‑serving directors attended the 2024 annual meeting .
- Risk oversight cadence: Risk Committee held 4 meetings in 2024; Nominating & Corporate Governance held 6 meetings in 2024 .
- Lead Independent Director: James D’Agostino, Jr. .
- Policies: Stock ownership guidelines (non‑employee directors: 5x annual cash retainer); all directors in compliance at 12/31/2024 . Insider Trading Policy prohibits hedging and margin accounts; pledging discouraged and requires pre‑approval .
| Committee | Role | 2024 Meetings | Scope Highlights |
|---|---|---|---|
| Nominating & Corporate Governance | Member | 6 | Board size/composition, director nominations, related‑party review, ESG oversight |
| Risk | Member | 4 | ERM framework, risk appetite, CRO oversight, major risk exposures (credit, market, cyber, etc.) |
Fixed Compensation
- Director fee structure (2024): Annual cash retainer $45,000; equity retainer $50,000; committee member fees (Audit $6k; Compensation $4k; Finance $3k; Nominating & Corporate Governance $3.5k; Risk $3k); chair premiums (Audit $12k; Compensation $9k; Finance $5k; Nominating & Corporate Governance $6.5k; Risk $5k); Lead Independent Director add’l $25,000 .
- Ms. Edney’s 2024 compensation:
| Component | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 49,625 |
| Stock Awards (grant-date fair value) | 50,007 |
| Total | 99,632 |
Notes: Director equity is granted annually after the meeting and vests at the next annual meeting, subject to continued service .
Performance Compensation
Director equity grants (Form 4) indicate consistent annual stock awards; no open market buys/sells disclosed.
| Transaction Date | Form | Type | Shares Granted | Price ($) | Post‑Txn Ownership |
|---|---|---|---|---|---|
| 2025-05-20 | 4 | Award (Common) | 1,476 | 33.89 | 6,388 |
| 2024-05-20 | 4 | Award (Common) | 1,514 | 33.03 | 4,853 |
| 2023-05-19 | 4 | Award (Common) | 1,399 | 28.61 | 3,295 |
| 2022-05-20 | 4 | Award (Common) | 1,070 | 37.39 | 1,896 |
| 2021-05-20 | 4 | Award (Common) | 826 | 43.60 | 826 |
| 2021-04-28 | 3 | Initial Statement | — | — | — |
Vesting for director equity awards follows the proxy’s standard (next annual meeting) unless otherwise noted .
Other Directorships & Interlocks
- Public company boards: None disclosed for Ms. Edney .
- Compensation Committee interlocks: Proxy states no interlocks for committee members; Ms. Edney is not on Compensation Committee .
- Related‑party transactions: The proxy discloses several related‑party transactions involving other directors/executives; none are identified as involving Ms. Edney .
Expertise & Qualifications
- Legal/Regulatory: Seasoned trial lawyer in pharma/medical device/healthcare; fellow of multiple elite trial organizations; frequent trial academy faculty—valuable for risk, compliance, and litigation oversight .
- Market presence: Community ties in Mississippi market align with OBK’s footprint .
- Governance: Service on academic, healthcare, and civic boards supports boardroom judgment and stakeholder engagement .
Equity Ownership
- Beneficial ownership (as of Feb 21, 2025): 4,899 shares; less than 1% of class; includes 1,514 unvested restricted shares per proxy footnote convention .
- Stock ownership guidelines: Non‑employee directors must hold ≥5x annual cash retainer; Company states all directors were in compliance at 12/31/2024 .
| Date | Shares Beneficially Owned | % of Class |
|---|---|---|
| Feb 21, 2025 | 4,899 | <1% |
| May 20, 2025 (post‑grant Form 4) | 6,388 | N/A (transactional total) |
Insider policy: Hedging prohibited; margin accounts not permitted; pledging discouraged and requires pre‑approval; proxy footnotes do not indicate any pledging by Ms. Edney .
Governance Assessment
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Strengths
- Independent director with strong legal credentials and healthcare sector exposure; seats on Risk and Nominating & Corporate Governance align with her expertise .
- Solid engagement: Board/committee cadence and company‑wide disclosure that all directors met ≥75% attendance; all directors attended 2024 annual meeting .
- Alignment: Director pay is ~50/50 cash/equity; recurring annual equity awards; stock ownership guidelines in place and reported as met; hedging prohibited and pledging discouraged .
- Shareholder sentiment: 98.0% Say‑on‑Pay approval in 2024 supports broader governance confidence (context) .
-
Watch items
- No specific red flags related to Ms. Edney in related‑party transactions; ongoing monitoring of any legal services/vendor ties is prudent (none disclosed for her in 2024) .
- Board right‑sizing underway (from 16 to 11); committee workloads and independence remain appropriately structured; continued tracking advisable as composition changes settle .
-
RED FLAGS
- None identified specific to Ms. Edney (no attendance, compensation, pledging, or related‑party issues disclosed for her) .