Art A. Garcia
RAYMOND JAMES FINANCIALAbout Art A. Garcia
Art A. Garcia, age 63, is an independent, non‑executive director of Raymond James Financial (RJF) who joined the board in 2023. He is a Certified Public Accountant and former Executive Vice President & Chief Financial Officer of Ryder System, bringing deep financial reporting, corporate finance, and risk oversight experience to RJF’s board . The board has affirmatively determined Garcia is independent under NYSE and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ryder System, Inc. | EVP & Chief Financial Officer | 2010–2019 | Led finance, investor relations; extensive corporate finance and risk management experience |
| Ryder System, Inc. | SVP, Controller & Chief Accounting Officer | 2002–2010 | Financial reporting leadership; internal controls |
| Ryder System, Inc. | Group Director of Accounting Services | 2000–2002 | Accounting services leadership |
| Coopers & Lybrand LLP | Senior Manager, Business Assurance | 1984–1997 | Audit/assurance; CPA credential |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| ABM Industries Incorporated | Director | Current | Public company directorship |
| American Electric Power Company, Inc. | Director | Current | Public company directorship |
| Elanco Animal Health Incorporated | Director | Current | Public company directorship |
Board Governance
- Independence: Independent director under NYSE/SEC standards .
- Committees: Member, Risk Committee; Member, Capital Planning Committee (joined Capital Planning in May 2024) .
- Attendance: 100% attendance at Board and applicable committee meetings in fiscal 2024 (Board held 4 meetings; committees met per charter) .
- Executive sessions: Independent directors meet without management at least four times per year; sessions are presided over by the Lead Independent Director .
- Board limits: Nominees may not serve on more than three other public company boards; Garcia holds three concurrent public boards, within the policy limit .
| Committee | Role | Since | FY2024 Committee Meetings (Board total in FY2024) | Notes |
|---|---|---|---|---|
| Risk Committee | Member | 2023 | 4 (Board: 4) | Oversees ERM, risk policies; receives CRO/CISO reporting |
| Capital Planning Committee | Member | May 2024 | 4 (Board: 4) | Oversees capital/liquidity planning, dividends/buybacks |
Fixed Compensation
| Component | Policy/Amount | Detail |
|---|---|---|
| Annual Retainer (Cash) | $125,000 | Paid quarterly in arrears; no meeting fees |
| Shares Fee (Equity) | $200,000 | RSU (or DSU election starting Feb 2025) vesting at next annual meeting |
| Chair/Lead Fees (if applicable) | $25,000–$50,000 | Additional fees for committee chairs; Lead Independent Director $50,000 (not applicable to Garcia) |
| Director (FY2024) | Fees Paid in Cash | Stock Awards (Grant-Date Fair Value) | Total |
|---|---|---|---|
| Art A. Garcia | $122,500 | $199,896 (1,711 RSUs) | $322,396 |
Notes: FY2025 director fee levels were kept unchanged; beginning Feb 2025, directors may elect DSUs with deferred settlement windows .
Performance Compensation
Directors do not receive performance‑based pay. Equity compensation is time‑vested to align directors with shareholder interests.
| Grant Date | Instrument | Shares | Grant-Date Fair Value per Share | Vesting |
|---|---|---|---|---|
| Feb 22, 2024 | RSU | 1,711 | $116.83 | Vests at the next annual meeting |
Policy features: No meeting fees; robust clawbacks apply to executives; director equity is time‑vested; hedging and pledging by insiders prohibited .
Other Directorships & Interlocks
- Current public boards: ABM Industries; American Electric Power; Elanco Animal Health (no RJF‑disclosed interlocks or related‑party transactions involving Garcia) .
- RJF policy caps other public boards at three; Garcia is at the cap but in compliance .
Expertise & Qualifications
- CPA; extensive financial reporting and controls expertise from senior roles at Ryder and Coopers & Lybrand .
- Finance management, M&A, regulated industries, corporate safety and strategic development experience; risk management expertise .
Equity Ownership
| Item | Amount/Status |
|---|---|
| Common shares beneficially owned (12/2/2024) | 2,725 shares (less than 1% of outstanding) |
| RSUs outstanding (9/30/2024) | 1,711 RSUs |
| Pledging | No shares pledged (policy prohibits; none pledged in management table) |
| Director ownership guideline | 5x annual retainer; counts unvested time‑based RSUs; compliance measured annually |
| Compliance status | Not yet met as of 9/30/2024; expected to meet within prescribed period |
| Share retention until compliant | Must retain 100% of net shares from equity awards until guideline met |
Governance Assessment
-
Strengths
- Independent director with CFO and audit background; committee roles align with risk and capital oversight needs .
- 100% attendance supports board engagement; board holds regular executive sessions led by an independent director .
- No related‑party transactions disclosed involving Garcia; company prohibits hedging/pledging; no pledged shares .
- Director compensation emphasizes equity (time‑vested), aligning interests without performance risk; policy framework is standard and unchanged YoY .
-
Potential watch items
- At the cap of RJF’s external board limit (three public boards); time/attention risk to monitor, though compliant with policy .
- Ownership guideline not yet met (typical for newer directors; within five‑year window) .
-
Broader governance signals
- Say‑on‑pay support at 83% in 2024 indicates generally supportive shareholder sentiment on compensation and governance practices .
- Robust clawback and insider trading policies reinforce alignment and risk control .
-
RED FLAGS
- None disclosed: no attendance issues, no related‑party conflicts tied to Garcia, no pledging/hedging, no Section 16 filing delinquencies named for him .