George Ervin Perdue III
About George Ervin Perdue III
George Ervin “Sonny” Perdue III (age 78) has served as an independent director of Smith Douglas Homes Corp. since January 2024. He is Chancellor of the University System of Georgia (since February 2022) overseeing all public colleges and universities, and previously served as U.S. Secretary of Agriculture (2017–2021), Governor of Georgia (2003–2011), and Georgia State Senator (1991–2001; Chair of Higher Education; later Senate President Pro Tempore). Dr. Perdue holds a Doctor of Veterinary Medicine from the University of Georgia and is a U.S. Air Force veteran.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. Department of Agriculture | 31st Secretary of Agriculture | Apr 2017–Jan 2021 | Led USDA policy and operations nationally |
| State of Georgia | Governor | 2003–2011 | Chief executive of the state |
| Georgia State Senate | Senator; Chair, Higher Education; President Pro Tempore | 1991–2001 | Chaired Higher Education; elevated to President Pro Tempore |
External Roles
| Organization | Role | Tenure | Scope/Notes |
|---|---|---|---|
| University System of Georgia | Chancellor | Feb 2022–Present | Oversees all GA public colleges and universities |
Board Governance
- Independence: Perdue is classified as “independent” under NYSE rules.
- Committee assignments (2024–2025): None (not on Audit, Compensation, or Nominating & Corporate Governance).
- Attendance: The Board held five meetings in FY2024; Dr. Perdue missed two of five due to prior business commitments. Company policy expects regular attendance and advance notice of absences.
- Board structure context: Lead Independent Director is Jeffrey T. Jackson; executive sessions of non-management directors are held at least once per regularly scheduled Board meeting, with independent-only sessions at least once per year.
- Election results (June 5, 2025): FOR 431,249,351; WITHHELD 921,716; Broker non-votes 845,516.
| Governance Item | Detail | Source |
|---|---|---|
| Independence status | Independent director (NYSE rules) | |
| Audit Committee | Not a member | |
| Compensation Committee | Not a member | |
| Nominating & Corporate Governance Committee | Not a member | |
| FY2024 Board meetings | 5; Perdue missed 2 | |
| Lead Independent Director | Jeffrey T. Jackson | |
| Executive sessions policy | Non-management at least each regular meeting; independent-only at least annually | |
| 2025 election outcome | 431,249,351 FOR; 921,716 WITHHELD |
Fixed Compensation
- Program terms (2024): Annual retainer $70,000; Lead Independent Director retainer $25,000; Committee Chair retainer $15,000; Non-chair Committee Member retainer $5,000; paid quarterly, pro-rated for partial service.
- Program update (effective Jan 1, 2025): Annual retainer $80,000; Annual RSU award value $130,000 (granted at annual meeting).
- 2024 actual cash fees for Perdue: $67,115.
| Year | Annual Retainer ($) | Committee Chair Fees ($) | Committee Member Fees ($) | Lead Independent Fee ($) | Cash Fees Earned ($) |
|---|---|---|---|---|---|
| 2024 (Program) | 70,000 | 15,000 | 5,000 | 25,000 | — |
| 2024 (Perdue actual) | — | — | — | — | 67,115 |
| 2025 (Program) | 80,000 | — | — | — | — |
Performance Compensation
- IPO director RSU grant (effective Jan 16, 2024): Perdue RSUs valued at $75,000; vested Jan 16, 2025.
- Annual RSU grant (June 4, 2024 due to no 2024 annual meeting): Perdue RSUs valued at ~$100,000; vest on the earlier of June 4, 2025 or the 2025 annual meeting date, subject to service.
- Change in Control: Director RSUs vest in full upon change in control if the director does not join the post-transaction board of the Company or its ultimate parent.
- 2024 stock awards recognized (grant-date fair value): $174,993.
| Grant Type | Grant Date | Grant Value ($) | Vesting Schedule | Notes |
|---|---|---|---|---|
| IPO RSU | Jan 16, 2024 | 75,000 | Vested Jan 16, 2025 | Effective upon IPO close |
| Annual RSU (special) | June 4, 2024 | ~100,000 | Earlier of June 4, 2025 or 2025 Annual Meeting | Due to no 2024 annual meeting |
| 2024 total stock awards | 2024 | 174,993 | ASC 718 grant-date fair value | Recognition per proxy |
Other Directorships & Interlocks
No public company directorships disclosed for Dr. Perdue.
Expertise & Qualifications
- Senior public-sector leadership (Governor of GA; U.S. Secretary of Agriculture), higher-education system oversight as Chancellor; seasoned executive and policymaker.
- Technical credential: Doctor of Veterinary Medicine (University of Georgia); military service (U.S. Air Force).
Equity Ownership
- Beneficial ownership (as of April 11, 2025): 7,505 Class A shares; less than 1% of Class A; no Class B reported.
- Unvested RSUs outstanding (Dec 31, 2024): 7,505.
- Anti-hedging policy: Company prohibits hedging transactions for directors, officers, employees, and controlled entities.
| Holder | Class A Shares | Class A % | Class B Shares | Class B % |
|---|---|---|---|---|
| George E. “Sonny” Perdue III | 7,505 | <1% | — | — |
| Unvested RSUs at FY2024 End | Count |
|---|---|
| George E. Perdue III | 7,505 |
Insider Trades & Compliance
| Item | Detail |
|---|---|
| Section 16(a) compliance | One late Form 4 filing in 2024 for Dr. Perdue (and certain other directors), each reporting one transaction. |
Governance Assessment
-
Positives:
- Independent status with broad leadership experience in government and education; brings oversight discipline and stakeholder engagement perspective.
- Strong 2025 election support (431.25M FOR; 0.92M WITHHELD), indicating investor confidence.
- Anti-hedging policy reduces misalignment risk; RSU awards are time-based without discretionary option repricing.
-
Watch items / Red flags:
- Attendance gap: missed two of five Board meetings in 2024; attendance shortfalls can signal engagement or time-commitment risk given external obligations.
- Controlled company structure: Founder Fund holds ~88% voting power; governance dynamics and committee independence are constrained by control (not Perdue-specific but relevant context).
- Late Section 16 filing: administrative compliance lapse (one late Form 4) though limited in scope.
-
Compensation alignment:
- 2024 director pay mix for Perdue was equity-heavy ($174,993 stock vs. $67,115 cash), consistent with alignment via RSUs; program increased 2025 retainer ($80k) and annual RSU value ($130k), maintaining a balanced mix.
-
Committees:
- No committee membership or chair roles; influence on audit/compensation/nominating processes is indirect.
Overall: Perdue brings high-level governance and leadership credentials, but the 2024 attendance shortfall and lack of committee roles moderate board-effectiveness signals. The controlled company context underscores the importance of independent director engagement to protect minority shareholders.