Neal Holland Jr.

About Neal A. Holland, Jr.

Neal A. Holland, Jr. (age 69) has served on Renasant Corporation’s board since 2005. He is an independent director and a long-tenured Alabama-based operator: President of Holland Company, Inc. (a diversified sand, stone and trucking firm) since 1980; Chairman & CEO of Alliance Sand and Aggregates, LLC; and owner of Miracle Mountain Ranch LLC. He joined Renasant’s board upon the Heritage Financial Holding Corporation acquisition in 2005, bringing operating, M&A integration and Alabama market expertise .

Past Roles

External Roles

Board Governance

• Independence and tenure: Independent director; on the board since 2005 .
• 2024 board/committee activity and attendance: Board held 14 meetings; all directors attended at least 75% of board and committee meetings; independent directors met in six executive sessions .
• Committee assignments and roles:
  • Executive Committee – Vice Chair; committee met 15 times in 2024 .
  • Nominating & Corporate Governance Committee – Chair; met 5 times .
  • Compensation Committee – Member; met 8 times .
  • Enterprise Risk Management (ERM) Committee – Member; met 5 times .
• Board leadership construct: Executive Chairman as Chair; separate Lead Director presides over independent sessions .

Fixed Compensation

• Program structure: Standard annual cash retainer $70,000; added retainers for committee chairs (Nominating Chair +$20,000), Lead Director (+$30,000), ERM Chair (+$15,000), Bank technology/trust chairs (+$6,000 each), and Bank credit review committee members (+$12,000). Directors also receive regional advisory board fees; no meeting fees for board/committee meetings .
• Equity grant: 2,356 time-based restricted shares granted to each director on April 23, 2024, vesting at the 2025 annual meeting .

Performance Compensation

• Not applicable for directors. Non-employee director equity is time-based (no performance metrics or options); no performance-linked cash for directors is disclosed .

Other Directorships & Interlocks

• Compensation Committee interlocks: None. In 2024, no member (including Mr. Holland) was an officer/employee of Renasant or had relationships requiring related-party disclosure (aside from employment of other directors’ family members addressed under related-person transactions). No Renasant executive served on another company’s comp committee with a Renasant director in 2024 .
• Legal proceedings: Company reports no current legal proceedings with any director or executive officer adverse to Renasant or its subsidiaries .

Expertise & Qualifications

• Operating and owner-operator perspective across aggregates, logistics, trucking and ranching; customer/market insight in Alabama. Prior bank board and executive committee service (Heritage Financial) enhances governance depth. Board cites his ability to shape policy in Alabama markets and provide a customer’s perspective to discussions .

Equity Ownership

Ownership alignment, policies, and compliance:

• Stock ownership guidelines: Directors must own at least 500 shares within 1 year and stock equal to 5x annual cash retainer within 5 years; pledged shares do not count toward guidelines .
• Compliance: As of Jan 1, 2025, all directors with ≥5 years’ service (including Mr. Holland) met the $350,000 guideline (based on $70,000 retainer and 20-day average price $36.31) .
• Hedging/pledging: Hedging prohibited; pledging permitted but pledged shares excluded from guideline compliance .

Related-Party Exposure and Policies

• Director indebtedness and related transactions: Renasant discloses that directors and immediate family had ordinary-course loans and banking relationships on substantially the same terms as non-related parties, approved in accordance with Regulation O and internal policies .
• Mr. Holland has 119,112 shares pledged as collateral for a loan from the Bank (subsidiary), which is permitted under policy (but excluded from guideline compliance) .
• Oversight: Board reviews/approves material related-person transactions; Code of Ethics restricts conflicts and requires approvals .

Governance Assessment

• Strengths (board effectiveness and alignment)

  • Independent director with multi-committee leadership: Vice Chair of Executive Committee; Chair of Nominating & Corporate Governance; member of Compensation and ERM—positions central to board refreshment, pay oversight, and risk governance .
  • High engagement: Board held 14 meetings; all directors met ≥75% attendance; independent director executive sessions held six times—structural support for independent oversight .
  • Ownership alignment: Significant beneficial ownership (236,205 shares), DSU participation, and compliance with elevated ownership guidelines; hedging prohibited .

• Risk indicators and potential conflicts

  • RED FLAG: Pledging—Mr. Holland has 119,112 pledged shares as collateral for a loan from Renasant Bank. While allowed under policy and excluded from guideline calculations, pledging can create forced-sale risk in volatility and presents heightened sensitivity given the loan is from the Bank (Reg O compliance noted) .
  • Related-person exposure (ordinary course): The company reports director loans and banking services on market terms subject to Reg O and board oversight; no adverse legal proceedings disclosed .

• Net view for investors

  • Mr. Holland’s broad committee footprint, governance chair role, and sector operator experience support board effectiveness. The significant pledged position is the main governance caution, particularly for a bank issuer; investors may monitor any changes to pledging practices or collateral arrangements as part of risk oversight .