Jimmy Stubbs
About Jimmy Stubbs
James M. (Jimmy) Stubbs is Director and Chief Executive Officer of River Financial Corporation and River Bank & Trust. He was a founding director and President/CEO of River Bank & Trust in 2006 and was appointed as a director and CEO of River Financial Corporation and River Bank & Trust in 2015; he has over thirty-five years of commercial banking experience (Aliant Bank and Colonial Bank) . As of the 2025 proxy, he is 62 years old . The proxy materials reviewed do not disclose TSR, revenue growth or EBITDA growth attribution for his tenure .
Past Roles
| Organization | Role | Years | Strategic impact/notes |
|---|---|---|---|
| Aliant Bank | Vice President, Consumer and Commercial Lending | Jun 1986 – Jun 1997 | Senior lending roles; foundational banking experience |
| Colonial Bank | Area President | Jun 1997 – Feb 2005 | Market leadership; left to form River Bank & Trust |
| River Bank & Trust | Founding Director; President & CEO | 2006 – 2015 | Led bank formation and early growth |
| River Financial Corporation and River Bank & Trust | Director; Chief Executive Officer | 2015 – Present | CEO of holding company and bank |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Various business and non-profit boards | Director/Trustee | N/D | Proxy states community involvement and service on numerous business and non-profit boards (specific organizations not listed) |
Fixed Compensation
- Not disclosed in the 2025, 2024, or 2023 DEF 14A excerpts reviewed; no Summary Compensation Table or base salary/bonus figures for Mr. Stubbs were present in the available sections .
Performance Compensation
Recent Equity Grants (CEO-specific)
| Award type | Grant date | Shares/Units | Vesting | Performance conditions | Source |
|---|---|---|---|---|---|
| Restricted Stock | Jan 15, 2025 | 20,000 | 5-year vesting period | Not specified in 8-K (time-based vesting described); subject to Plan terms |
Plan-level change-in-control and vesting rules apply to awards (see below) .
Plan Terms Affecting Incentives (2025 Incentive Stock Compensation Plan)
| Topic | Key provision | Source |
|---|---|---|
| Award types | Options, SARs, Restricted Stock, RSUs; 500,000 shares reserved; 40,000 shares per participant per fiscal year | |
| Option pricing/term | Exercise price ≥ fair market value; max 10-year term; no repricing without shareholder approval | |
| Change-of-control (COC) | Unless otherwise prohibited, unvested awards become fully exercisable/vested; Committee may cash out awards at “COC Price” | |
| Death/Disability | Accelerated vesting/exercisability of options/SARs; restricted stock/RSUs vest | |
| Performance goals menu | Interest income, net interest income/margin, efficiency ratio, asset quality (non-accruals), EBT, net income/EPS, deposits, ROAE/ROAA, TSR/share price, peer comparisons, individualized objectives | |
| Clawback/forfeiture for misconduct | Forfeiture for embezzlement, fraud, dishonesty, breach of fiduciary duty or other “bad act” | |
| 83(b)/tax mechanics | 83(b) election for restricted stock; RSUs taxed at vest; 280G excise tax risk on COC acceleration | |
| Loans to grantees | Company may lend funds to grantees consistent with Regulation O and policy | |
| Regulatory capital caveat | Regulator may require exercise/forfeiture of awards if capital falls below minimums |
Equity Ownership & Alignment
Beneficial Ownership (multi-year)
| As-of date | Total beneficial ownership (shares) | % of outstanding | Source |
|---|---|---|---|
| Mar 22, 2023 | 266,330 | 3.99% | |
| Mar 20, 2024 | 276,120 | 3.60% | |
| Mar 19, 2025 | 299,820 | 3.86% |
Composition of Ownership and Outstanding Equity
| As-of date | Vested stock options (unexercised) | Unvested restricted stock (voting rights) | Trustee shares (voting only, no beneficial ownership) | Notes |
|---|---|---|---|---|
| Mar 22, 2023 | 82,000 | 6,000 | 41,875 | As footnoted in proxy ownership table |
| Mar 20, 2024 | 91,000 | 4,800 | 41,875 | As footnoted in proxy ownership table |
| Mar 19, 2025 | 85,000 | 22,400 | 41,875 | As footnoted in proxy ownership table |
- Insider alignment signal: Directors and executive officers plus the ESOP collectively intended to vote for proposals, with substantial insider/ESOP ownership; the 2025 proxy notes directors/executives and ESOP beneficially owning approximately 26.47% of common stock as a group .
- Pledging/hedging: No pledging or hedging disclosures specific to Mr. Stubbs were found in the reviewed excerpts .
Employment Terms
| Term | Detail | Source |
|---|---|---|
| Current role start | Appointed Director and CEO of River Financial Corporation and River Bank & Trust in 2015 | |
| Founding history | Founding director; President & CEO of River Bank & Trust in 2006 | |
| Severance (salary/bonus multiples) | Not disclosed in available proxy excerpts | |
| Change-of-control treatment (equity) | Awards generally accelerate on COC; Committee can cash out awards at COC price | |
| Single vs. double trigger | Plan describes single-trigger acceleration of equity upon COC unless prohibited; employment cash severance not disclosed | |
| Clawback/forfeiture | For misconduct, awards not exercisable/payable | |
| Non-compete / non-solicit | Not disclosed in available proxy excerpts | |
| Deferred comp elections | 83(b) available for restricted stock; certain deferrals subject to 409A |
Board Governance
- Service history and roles:
- Director of River Financial Corporation: since 2006; currently Director and CEO .
- Chairman of the Board is Larry Puckett; Vice Chairman is W. Murray Neighbors (separate from CEO), which provides separation of Chair/CEO roles .
- Committee assignments, independence, attendance:
- The proxies reviewed list an Executive Compensation Committee administering the Plan but do not disclose Mr. Stubbs’ committee memberships; as CEO and a director, independence status is not explicitly stated in the excerpts reviewed .
- Board attendance metrics not disclosed in the excerpts reviewed .
Investment Implications
- Alignment and overhang: Mr. Stubbs beneficially owns 299,820 shares (3.86%) with 85,000 vested options outstanding (unexercised) and 22,400 unvested restricted shares (voting rights), implying meaningful alignment but also potential future selling pressure from option exercises . The board/executives plus ESOP collectively hold roughly a quarter of shares (26.47%), a supportive insider alignment signal for long-term strategy .
- Incentive structure: Equity is a core incentive lever. The January 15, 2025 grant of 20,000 restricted shares with 5-year vesting is time-based, not explicitly tied to performance in the 8-K; however, the Plan allows a robust menu of performance metrics (ROAA/ROAE, efficiency ratio, asset quality, EPS, TSR, peer comparisons) to be attached to awards, supporting pay-for-performance if applied by the Compensation Committee .
- Change-of-control economics: The Plan features single-trigger acceleration for equity upon COC, with potential cash-out at a defined COC price. This is favorable to management liquidity in a transaction and could create incremental dilution/cash obligations for shareholders in a sale scenario; 280G excise tax risk also exists for accelerated payouts .
- Governance risk considerations: The Plan permits company loans to grantees (subject to Regulation O) and allows the bank regulator to require exercise/forfeiture if capital falls below minimums—mechanics that can amplify downside scenarios in stress periods. The forfeiture-for-misconduct clause is a positive safeguard, but classic cash severance, non-compete, and hedging/pledging policies were not disclosed in the excerpts reviewed .
Data limitations: The available DEF 14A excerpts did not include a Summary Compensation Table, cash compensation, bonus metrics, or director committee rosters/attendance; conclusions reflect disclosed ownership, plan terms, and the February 20, 2025 8-K award details .