James Davison, Jr.
About James E. Davison, Jr.
Independent director of Origin Bancorp, Inc. (OBK), age 58, serving on the board since 1999 with current role as Chair of the Risk Committee; he is deemed independent under NYSE and SEC standards. He holds a B.S. from Louisiana Tech University and brings management experience in energy and transportation as well as public company board service at Genesis Energy, L.P. .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Several related entities later acquired by Genesis Energy, L.P. | Executive leadership positions | 1996–2007 | Senior operating/leadership roles in energy/transportation that were later integrated into GEL, providing industry, risk and operating expertise to OBK |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| Genesis Energy, L.P. (NYSE: GEL) | Director | Since 2007 | Governance, Compensation, Business Development |
Board Governance
- Independence and roles: OBK’s board determined Davison is independent; he serves as Risk Committee Chair and is not listed on the Audit, Compensation, Finance, or Nominating & Corporate Governance Committees .
- Attendance and engagement: The board met seven times in 2024 and each director participated in at least 75% of board and assigned committee meetings; the Risk Committee held four meetings in 2024, which Davison chaired .
- Board structure and leadership: OBK has a combined Chair/CEO with a strong Lead Independent Director framework; the board is majority independent, with 10 of 11 directors, including Davison, considered independent .
Fixed Compensation (Director)
| Component | Amount/Policy | Notes |
|---|---|---|
| Annual cash retainer (per non-employee director) | $45,000 | Paid in cash |
| Committee service fees – Risk (member) | $3,000 | Per year |
| Committee chair premium – Risk (chair) | $5,000 | Per year |
| Lead independent director premium | $25,000 | Not applicable to Davison |
| Meeting fees | None disclosed | Compensation is retainer/committee-based |
| 2024 Compensation – James E. Davison, Jr. | Amount ($) |
|---|---|
| Fees earned or paid in cash | 55,250 |
| Stock awards (RSAs) – grant date fair value | 50,007 |
| Total | 105,257 |
Director equity awards are granted after the annual meeting and vest on the next annual meeting date, subject to continued service .
Performance Compensation (Director Equity)
| 2024 Director Equity Grant (RSAs) | Grant Date | Grant-Date Fair Value ($) | Vesting |
|---|---|---|---|
| James E. Davison, Jr. | May 2024 cycle | 50,007 | Vests at the following year’s annual meeting, service-based; no performance conditions |
Other Directorships & Interlocks
- OBK Compensation Committee interlocks: None; Davison is not on OBK’s Compensation Committee. The Compensation Committee disclosed no interlocks or related-party relationships among its members in 2024 .
- External compensation committee role: Serves on GEL’s Compensation Committee (external), but there is no disclosed interlock with OBK’s Compensation Committee .
Expertise & Qualifications
- Education and credentials: B.S., Louisiana Tech University; extensive management experience in energy/transportation; current public company board service and committee leadership at GEL; OBK Risk Committee Chair .
- Independence and oversight experience: Classified independent; leads oversight of enterprise risk management as Risk Committee Chair .
Equity Ownership
| Metric | Value |
|---|---|
| Total beneficial ownership (shares) | 671,954 |
| Ownership as % of shares outstanding | 2.2% |
| Unvested restricted stock included | 1,514 shares |
| Options outstanding | None disclosed for directors; OBK has not recently granted options |
| Stock ownership guidelines | Non-employee directors: 5× annual cash retainer; all directors in compliance as of 12/31/2024 |
Related-Party Transactions and Conflict Review
| Counterparty | Relationship to Davison | Nature | 2024 Payments/Receipts |
|---|---|---|---|
| Ruston Aviation, Inc. | Owned by James Davison, Sr. (father) | Occasional private air transportation to management | ~$47,000 paid by OBK; plus OBK received ~$15,000 for HR services provided to Ruston Aviation, LLC; OBK sold its 50% aircraft stake to an unrelated third party in Dec 2024 |
| Squire Creek Country Club & Development LLC | 50/50 owned by James Davison, Sr. (father) and Steven Davison (brother) | Venue/lodging for corporate functions | ~$330,000 paid by OBK; OBK received ~$45,000 for HR services provided |
- Oversight and independence determination: OBK maintains a written Related Party Transactions Policy overseen by the Nominating & Corporate Governance Committee; the board considered such relationships and determined Davison remains independent under NYSE/SEC rules .
- Ordinary banking relationships with insiders are conducted on market terms; $52.9 million of loans were outstanding to directors/officers and affiliates at 12/31/2024, with $4.1 million unfunded commitments and no problem classifications .
Governance Policies Relevant to Alignment
- Stock ownership and retention: Directors must maintain at least 5× annual cash retainer in stock; all directors and executives were in compliance at 12/31/2024 .
- Hedging/pledging restrictions: Hedging of OBK stock is prohibited; pledging discouraged and requires prior approval; margin accounts are prohibited .
- Clawback policy: Complies with SEC/NYSE rules; requires recovery of incentive-based compensation upon Big R or little r restatements, regardless of fault .
- Say-on-Pay outcome: 98.0% approval in April 2024, signaling strong shareholder support for pay programs .
Governance Assessment
-
Positives
- Deep board tenure with sector-operating experience; Risk Committee Chair aligns background with enterprise risk oversight needs .
- Strong ownership alignment with 2.2% beneficial stake and compliance with stringent ownership guidelines; equity as part of director pay further aligns incentives .
- Robust governance framework (independence, hedging/pledging limits, clawback) and strong 2024 Say‑on‑Pay outcome (98%) support investor confidence .
-
Watch items / potential RED FLAGS
- Related-party transactions involving entities owned by his father and brother (aviation and country club) create perceived conflict risk; however, amounts are disclosed, policy-governed, and board still concluded independence .
- Concentrated family business ties in the company’s operating geography may merit continued monitoring by the Nominating & Corporate Governance Committee under the related-party policy .