John Garrett
About John R. (Bob) Garrett
Independent director of Southside Bancshares, Inc. since 2009; age 71; background in residential/commercial real estate and oil & gas. He is President of Fair Oil Company (since 2002) and President of the R.W. Fair Foundation; he also serves on the UT Tyler Development Board and the UT Tyler School of Medicine Admissions Committee . The Board has determined he is independent under NYSE rules; all directors attended at least 75% of Board/committee meetings in 2024 . As reflected in the 2024 committee matrix and director compensation footnotes, he served as Chair of the Board in 2024 (additional retainer paid); as Chair, he is an ex‑officio member of all Board committees .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Fair Oil Company | President | 2002–present | Leads a Tyler-based oil and gas E&P company |
| R. W. Fair Foundation | President | Not disclosed | Philanthropic leadership role |
| Stephen F. Austin State University | Chairman, Board of Regents (former) | Not disclosed | Prior board leadership |
| Tyler Area Builders Association | Past President | Not disclosed | Industry leadership |
| Texas Association of Builders | Past President | Not disclosed | Industry leadership |
External Roles
| Organization | Type | Role | Public Company? |
|---|---|---|---|
| UT Tyler Development Board | Academic/Non‑profit | Member | No |
| UT Tyler School of Medicine Admissions Committee | Academic | Member | No |
| Other current public company boards | — | — | None disclosed in proxy |
Board Governance
- Independence: The Board affirmed all current directors except the CEO are independent under NYSE rules; Garrett is an independent director .
- Chair role and committee access: 2024 committee matrix indicates Garrett served as Chair of the Board (“C” under Board), which confers ex‑officio membership on Audit, Compensation, Corporate Governance & Nominating, Risk, and Innovation/Digital Banking/IT committees . 2024 director compensation footnote shows he received the Chair of the Board retainer .
- Attendance: All directors attended at least 75% of the aggregate Board and committee meetings in 2024; all directors attended the 2024 Annual Meeting .
- Committee meeting cadence (context): 2024 meetings—Audit 12; Compensation 5; Corporate Governance & Nominating 4; Risk 5; Innovation/Digital/IT 4; Bank committees (e.g., Executive/Loan-Discount 13; Trust 24; Compliance/IT/CRA 6; ALCO 12) .
Note: The 2025 proxy letter is signed by H. J. Shands, III as Chairman of the Board, while the 2024 committee matrix and compensation footnotes indicate Garrett served as Board Chair during 2024 .
Fixed Compensation (Director)
| Component | Policy/Amount | 2024 Actual (Garrett) |
|---|---|---|
| Annual Director Retainer | $101,000; effective each Service Year; paid to non‑employee directors | Included in totals below |
| Chair of the Board Retainer | $48,500 additional retainer | Received (footnote confirms Chair retainer) |
| Equity form (RSUs) | Min 40% of annual retainer as RSUs; balance cash; RSUs vest after ~1 year; optional deferral available | Stock awards (RSUs) $40,377 |
| 2024 Director Compensation (Total) | — | Cash fees $115,864; Stock awards $40,377; Total $156,241 |
Performance Compensation
- Directors do not have performance‑based bonuses or PSUs; director equity is time‑based RSUs under the Director Compensation Program with one‑year vesting and optional deferral .
Other Directorships & Interlocks
| Item | Status |
|---|---|
| Current other public company directorships | None disclosed for Garrett |
| Compensation committee interlocks | Company discloses no interlocks among executive officers/compensation committee members in 2024 |
Expertise & Qualifications
- Skill matrix indicates strengths in executive experience, commercial real estate, and strategic planning; also noted for corporate governance exposure .
- Brings sector knowledge in real estate and oil & gas plus prior leadership of a university board of regents .
Equity Ownership
| Measure | Amount | Notes |
|---|---|---|
| Beneficial ownership (shares) | 24,258 | Includes 1,510 RSUs vesting and converting within 60 days of record date |
| Ownership as % of outstanding | <1% | Outstanding shares 30,409,265 as of Mar 19, 2025 |
| Director ownership guideline | 5,000 shares within 5 years; all current non‑employee directors met requirement as of Mar 19, 2025 | |
| Hedging/pledging | Prohibited for directors (anti‑hedging and anti‑pledging policy) |
Governance Assessment
- Positive alignment: Independent Board Chair in 2024 with ex‑officio access to all committees; anti‑hedging/anti‑pledging policy; director ownership guideline met; at least 40% of director pay in equity aligning interests .
- Engagement: Company reports all directors met minimum attendance thresholds and attended the annual meeting .
- Conflicts/related‑party: Proxy discloses related‑party lending oversight under Regulation O and lists specific transactions (insurance brokerage, familial employment) but none are attributed to Garrett; loans to directors are on market terms with Board approval protocols .
- Watch item: Role clarity—document set reflects 2024 Board Chair status for Garrett via matrix and compensation, while the 2025 proxy notice is signed by H. J. Shands, III as Chairman; monitor for updated leadership designations and committee matrices in subsequent filings .