Elizabeth Jacobs
About Elizabeth S. Jacobs
Elizabeth “Libby” S. Jacobs (age 68) is an independent director of QCR Holdings, Inc. (director since 2020) and serves on the board of Community State Bank, a QCRH subsidiary. She is President of The Jacobs Group, LLC, a consulting firm focused on energy and regulated utilities; previously she served on the Iowa Utilities Board (four years as Chair), spent 20 years at Principal Financial Group (14 years as Community Relations Director), and served seven terms in the Iowa House of Representatives (seven years as Majority Whip). She holds a BA in political science from the University of Nebraska–Lincoln and an MPA from Drake University .
Past Roles
| Organization | Role | Tenure/Details | Committees/Impact |
|---|---|---|---|
| Iowa Utilities Board | Member; Chair | Formerly served; four years as Chair | Regulatory oversight experience |
| Principal Financial Group | Community Relations Director | 20-year career; 14 years as Community Relations Director | Corporate communications/community engagement |
| Iowa House of Representatives | State Representative; Majority Whip | Seven terms; seven years as Majority Whip | Legislative leadership, public policy |
| The Jacobs Group, LLC | President | Current | Energy/regulatory consulting |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Community State Bank (QCRH subsidiary) | Director | Current | Subsidiary bank board |
| Delta Dental of Iowa | Director | Current | Board service |
| Taxpayers Association of Central Iowa | Chair of the Board | Current | Leadership role |
| Iowa Public Radio | Vice Chair of the Board | Current | Governance role |
| Goodwill of Central Iowa Foundation | Board Member | Current | Community engagement |
| Plymouth Church Foundation | Board Member | Current | Community engagement |
Board Governance
- Independence: The Board determined Jacobs is independent under Nasdaq listing requirements .
- Committee assignments (2024):
- Compensation Committee: Vice Chair; met 3 times .
- Nomination & Governance Committee: Member; met 4 times .
- Attendance: Board met 4 times in 2024; all incumbent directors attended at least 75% of Board and committee meetings; all directors attended the 2024 annual meeting .
- Board leadership: Independent Chair; Chair/CEO roles separated since 2007. Independent directors held four executive sessions in 2024 .
- Risk oversight: Risk Oversight Committee (all independent) oversees enterprise risks; other committees have defined risk responsibilities .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Fees Earned (Cash) — 2024 | $55,175 | Jacobs elected to defer cash fees under the 2005 Deferred Income Plan; deferred fees purchased QCRH shares at market price . |
| Total Stock Awards — 2024 | $28,000 | Restricted stock awards (QCRH director $24,000; subsidiary director $4,000) . |
| Total Director Compensation — 2024 | $83,175 | Sum of fees + stock awards . |
Director cash fee schedule (structure):
- QCR Holdings quarterly retainer: $10,150 (2024); $10,625 (2025) .
- Additional quarterly retainers (QCRH): Board Chair $5,000; Board Vice Chair $625; Audit Chair $1,500; Compensation Chair $1,250; Nomination & Governance Chair $1,250; Risk Oversight Chair $1,250; Audit Member $625; Compensation Member $625; Risk Oversight Member $625; All other Committee Members $300 .
Performance Compensation
| Element | Grant Date | Grant Value | Vesting | Terms |
|---|---|---|---|---|
| Restricted Stock (Director service) | March 1, 2024 | $24,000 (QCRH) | Immediate vesting | Grant-date price $56.79 . |
| Restricted Stock (Subsidiary service) | March 1, 2024 | $4,000 (subsidiary) | Immediate vesting | Grant-date price $56.79 . |
| Options/PSUs | — | — | — | QCRH does not grant options to executive officers in recent years; director awards are restricted stock (no performance metrics) . |
No director performance metrics (TSR, EBITDA, etc.) are disclosed for director compensation; director equity awards vest immediately on grant .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Other public company boards (current/past 5 years) | None disclosed for Jacobs; the proxy states no other nominee/continuing director (other than noted individuals) served as a director of another Exchange Act registrant within the past 5 years . |
| Compensation Committee interlocks | None; 2024 Compensation Committee was solely independent directors (including Jacobs) with no Item 404 relationships . |
Expertise & Qualifications
- Regulatory and public policy expertise from Iowa Utilities Board service (including four years as Chair) and legislative leadership as Majority Whip .
- Corporate communications and community relations experience from Principal Financial Group (20-year tenure; 14 years as Community Relations Director) .
- Market-area connectivity and community leadership across Central Iowa; multiple nonprofit board roles .
- Assessed by the Board as qualified for Board and committee service based on public company experience and community involvement .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Ownership Guideline | Compliance |
|---|---|---|---|---|
| Elizabeth S. Jacobs | 7,230 | <1% | Non-employee directors must hold shares equal to 5x annual cash retainer; 2025 threshold: 2,945 shares . | All directors and NEOs are in compliance . |
Additional notes:
- Anti-hedging and anti-pledging policies apply to directors; none have hedged or pledged in violation of policy .
- As of Dec 31, 2024, none of the directors held any vested or unvested stock or option awards (due to immediate vesting of director grants) .
Say-on-Pay & Shareholder Feedback
| Metric | 2024 | 2025 |
|---|---|---|
| Votes For | 12,088,057 | 11,789,770 |
| Votes Against | 469,392 | 796,694 |
| Abstain | 35,342 | 27,759 |
| Broker Non-Votes | 2,233,936 | 2,163,439 |
| Frequency Vote (2024) | 1 Year: 11,437,065; 2 Years: 16,075; 3 Years: 1,102,197; Abstain: 37,454; Broker Non-Votes: 2,233,936 | — |
Governance Assessment
-
Strengths for investor confidence:
- Clear independence and active committee roles (Vice Chair, Compensation; Member, Nomination & Governance) .
- Robust policy framework: clawback policy (Nasdaq-aligned), anti-hedging, anti-pledging, share ownership guidelines (5x retainer; all directors compliant) .
- High shareholder support on say-on-pay in 2024 and 2025 (strong “For” votes) .
- Cash fee deferral into stock indicates alignment; Jacobs deferred cash fees and purchased QCRH shares at market price .
- Board structure: independent Chair; separated Chair/CEO; regular independent executive sessions; defined risk oversight .
-
Potential conflicts/related-party exposure:
- No Item 404 related-party relationships for Compensation Committee members (including Jacobs) in 2024; related-party transactions are reviewed under formal policy with thresholds and independent approval requirements .
- Subsidiary board service (Community State Bank) is typical for multi-bank holding companies and is disclosed .
-
Red flags:
- None identified regarding hedging, pledging, related-party transactions, or attendance; director grants vest immediately, which reduces retention incentives but is mitigated by strict ownership guidelines and cash deferral into stock .