Gary Luffey
About Gary Luffey
Independent director of Origin Bancorp, Inc. (OBK), age 70, serving since 2017. An ophthalmic surgeon for over 40 years, currently a medical doctor at Allegiance Health Management; previously a partner and leadership team member at the Green Clinic. Education: B.S. in Biology (University of Louisiana Monroe), M.D. (Louisiana State University–Shreveport), Ophthalmology Residency (LSU–Shreveport); Fellow, American Board of Ophthalmology . The Board classifies him as independent under NYSE and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Green Clinic | Partner; leadership team member | Not disclosed | Physician leadership and community ties |
| Alcon Laboratories (Novartis subsidiary) | Consultant | 1996–2016 | Industry advisory experience |
| Ruston-Lincoln Industrial Development Committee | Member; leadership role | Not disclosed | Local economic development leadership |
| Ruston-Lincoln Chamber of Commerce | Leadership role | Not disclosed | Community engagement |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Allegiance Health Management | Medical Doctor (ophthalmic surgeon) | Ongoing | 40+ years of healthcare experience |
| National Association of Corporate Directors (NACD) | Member/access | Ongoing | Company provides NACD access for directors (noted for Dr. Luffey) |
Board Governance
- Committee assignments: Compensation Committee member; committee held six meetings in 2024 .
- Independence: Board determined Luffey is independent under NYSE and SEC rules .
- Attendance and engagement: Board met seven times in 2024; each director participated in ≥75% of Board and assigned committee meetings; all 15 then-serving directors attended the 2024 annual meeting, and all directors are expected to attend the upcoming annual meeting .
- Director education: Access to ongoing governance and compliance training; Board subscribes to bankdirector.com; NACD access noted for Dr. Luffey .
Fixed Compensation
| Component | Amount ($) | Terms |
|---|---|---|
| Annual cash retainer | 45,000 | Standard non-employee director retainer |
| Equity-based award (per director) | 50,000 | Granted annually; RSAs vest at next annual meeting, subject to continued service |
| Committee service fee – Compensation Committee (member) | 4,000 | Per member; chair premium $9,000 (not applicable) |
| Lead Independent Director premium | 25,000 | Not applicable to Luffey |
| Director | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Gary E. Luffey | 51,750 | 50,007 | 101,757 |
Performance Compensation
| Equity Grant Detail | 2024 Value ($) | Vesting Schedule | Instrument |
|---|---|---|---|
| Annual director equity grant | 50,007 | Vests on next annual meeting date (one-year), contingent on continued service | Restricted Stock Award (RSA) |
Directors do not receive performance-based PSUs or options; compensation is a mix of cash retainer, committee fees, and time-based equity .
Other Directorships & Interlocks
| Company | Role | Notes |
|---|---|---|
| None disclosed | — | No other public company directorships disclosed in nominee biography . |
Compensation Committee interlocks: None; no relationships requiring related-party disclosure among Compensation Committee members (Luffey, Solender, Goff) .
Expertise & Qualifications
- Healthcare industry operator and clinician (ownership/management of nursing homes, hospitals, medical supply companies) .
- Community and regional economic leadership roles in Louisiana markets .
- Professional credential: Fellow, American Board of Ophthalmology .
- Director development: NACD access; ongoing governance/compliance training via board education programs .
Equity Ownership
| Holder | Shares Beneficially Owned (#) | Percent of Class (%) | Notes |
|---|---|---|---|
| Gary E. Luffey | 158,642 | * (less than 1%) | Includes 1,514 shares of unvested restricted stock |
| Stock Ownership Guideline | Requirement | Compliance Status |
|---|---|---|
| Non-employee directors | 5x annual cash retainer | Company reports all directors in compliance at Dec 31, 2024 |
Insider policy alignment:
- Clawback: SEC- and NYSE-compliant incentive compensation recovery policy covering “Big R” and “little r” restatements; recovery regardless of fault .
- Hedging prohibited; margin accounts prohibited; pledging discouraged and requires prior approval/evidence of capacity to repay without resorting to pledged shares .
- Section 16(a) filings: Company believes all insiders filed timely for FY2024 .
Governance Assessment
- Committee effectiveness: Active Compensation Committee (six meetings) with independent members, including Luffey; scope includes CEO pay decisions, risk assessments, ownership/holding guidelines, clawbacks, and hedging/pledging policies .
- Independence and attendance: Luffey is classified independent; Board-level attendance thresholds met; all directors attended the 2024 annual meeting—supportive of board engagement .
- Ownership alignment: Luffey beneficially owns 158,642 shares with 1,514 unvested restricted shares; directors are subject to stringent stock ownership guidelines and reported in compliance, reinforcing alignment .
- Compensation structure signal: Director pay is balanced between cash retainer and time-based equity; no performance-linked director equity—typical for bank boards. Board raised director cash and equity compensation following peer benchmarking in 2024, indicating a refresh against market practices .
- Conflicts/related-party exposure: Proxy discloses several related-party transactions involving other directors/executives (e.g., Davison family aviation/country club, Mills/Farr property and employment ties), but none involve Luffey; Compensation Committee disclosed no interlocks or insider participation issues .
- Shareholder signals: Say-on-Pay won 98.0% support in 2024—strong investor endorsement of compensation governance .
- Red flags: None directly tied to Luffey in 2024 disclosures (no related-party transactions, no Section 16(a) filing issues, hedging/pledging constrained by policy) . Investors should nonetheless monitor overall board-related party transactions (primarily unrelated to Luffey) for potential reputational or governance risk .
Overall, Dr. Luffey brings deep healthcare and community leadership, serves as an independent voice on the Compensation Committee, meets ownership alignment standards, and shows solid engagement—factors supportive of investor confidence in OBK’s board oversight .