Rodney E. Rushing
About Rodney E. Rushing
Executive Vice President and Chief Operating Officer of ServisFirst Bancshares, Inc. since February 2021; joined ServisFirst in 2011 after 29 years at BBVA Compass, where he served as EVP of Correspondent Banking overseeing services to 600+ institutions . Age disclosed as 65 in FY 2022, with tenure at ServisFirst spanning 2011–present and COO role from 2021–present . Company performance in 2024: net income +9.9% to $227.2M, diluted EPS +9.8% to $4.16, loans +8.1%, deposits +2.0%, net interest income +8.7%; ServisFirst TSR value of a $100 investment reached $243.52 through 2024, with recent PSU cycles at 100th percentile (2022) and 90th percentile (2023, as of 12/31/24) versus peers .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ServisFirst Bancshares, Inc. | EVP & Executive for Correspondent Banking | 2011–2021 | Led correspondent banking activities for ServisFirst . |
| ServisFirst Bancshares, Inc. | EVP & Chief Operating Officer | Feb 2021–present | Elevated to COO following prior COO’s retirement . |
| BBVA Compass | EVP, Correspondent Banking | 1982–2011 | Managed division serving 600+ financial institutions by 2011 . |
Fixed Compensation
| Component | 2023 | 2024 | 2025 |
|---|---|---|---|
| Annual Base Salary ($) | $425,000 | $475,000 (11.8% increase) | $490,000 (3.2% increase) |
| Target Annual Bonus (% of base) | 75% | 75% | 75% (program maintained; base updated) |
| Target Annual Bonus ($) | $318,750 | $356,250 | $367,500 (based on $490k) |
| Non‑Equity Incentive Plan Payout ($) | $143,438 | $56,644 (15.9% of target) | n/a |
| Discretionary Cash Bonus ($) | $111,563 | $168,356 | n/a |
| 2024 Equity Grants | Grant Date | Units | Grant‑Date Fair Value ($) | Vesting |
|---|---|---|---|---|
| Time‑based RSUs | 1/29/2024 | 1,742 | $118,750 | 1/3 per year over 3 years . |
| Performance Share Units (PSUs) – target | 1/29/2024 | 1,749 | $118,750 | 3‑yr performance (TSR vs 2024 peer group), 0–150% payout; cap at target if TSR negative . |
Notes:
- Company does not grant stock options currently .
Performance Compensation
2024 Annual Incentive Plan Objectives and Results
| Metric | Weight | Threshold | Target | Maximum | 2024 Actual | Credit Quality Modifier |
|---|---|---|---|---|---|---|
| Diluted EPS ($) | 50% | 4.20 | 4.34 | 4.40 | 4.16 | NPA/Assets 0.34% (no reduction) |
| Loan Growth (%) | 30% | 8% | 10% | 12% | 8.1% | |
| Deposit Growth (%) | 20% | 7% | 9% | 11% | 2.0% |
- Overall 2024 AIP payout factor: 15.9% of target (before discretionary bonuses) .
- Rushing’s 2024 non‑equity plan payout: $56,644; discretionary bonus: $168,356; combined award remained below target .
Long‑Term Equity – Performance Shares (TSR‑based)
| Cycle | Performance Period | Peer Percentile (as of 12/31/2024) | Payout Rule | Status/Outcome |
|---|---|---|---|---|
| 2022 PSU Grant | 1/1/2022–12/31/2024 | 100th percentile | 0–150% of target; earned 150% | 3,280 PSUs vested to Rushing on 1/29/2024 . |
| 2023 PSU Grant | 1/1/2023–12/31/2025 | 90th percentile | 0–150% of target | Tracking at max if maintained; final cert at end of period . |
| 2024 PSU Grant | 1/1/2024–12/31/2026 | 100th percentile | 0–150% of target; capped at target if TSR negative | Tracking at max if maintained; final cert at end of period . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 364,925 shares (includes 60,000 shares held in trusts for his daughters) . |
| Ownership as % of Outstanding | “*” denoting less than 1% of 54,601,122 shares . |
| Unvested RSUs (12/31/2024) | 1,742 (2024 grant), 909 (2023 grant), 394 (2022 grant); market values $147,617, $77,000, $33,388 respectively at $84.74 per share . |
| Unearned PSUs (12/31/2024) | 2,623 (2024; shown at max assumption), 2,135 (2023; shown at max assumption); market values $222,273 and $180,878 respectively . |
| Options | None outstanding; company currently does not grant options . |
| Pledging/Hedging | Hedging prohibited; pledging generally prohibited unless approved by Insider Trading Compliance Officer; no pledges disclosed for Rushing in ownership footnotes . |
| Ownership Guidelines | No formal stock ownership guidelines due to high ownership levels; board reviews annually . |
| Insider Trading Controls | Blackout periods and preclearance for insiders; policy covers family/controlled entities . |
Employment Terms
| Provision | Terms |
|---|---|
| Change‑in‑Control Agreement | Double‑trigger; protected for 2 years post‑CIC . |
| Severance Multiple | 2x of (base salary at termination + average cash bonus over prior 3 years) plus pro‑rata bonus for year of termination . |
| COBRA Benefit | Lump sum equal to 18 months of COBRA premiums . |
| Tax Treatment | No excise tax gross‑ups; “best‑net” cut‑back if beneficial . |
| Non‑Compete | 6 months, within 60‑mile radius of any Company office . |
| Non‑Solicit | 1 year (employees and customers) . |
| Agreement Term | Initial 5‑year term (through 12/31/2025) with 5‑year evergreen renewals unless notice by June 30 of final year . |
| Equity on CIC | RSUs accelerate; PSUs vest at target, prorated for service through CIC . |
| Equity on Other Terminations | Death/disability: RSUs fully vest; PSUs prorated at end of period; other terminations: forfeiture of unvested RSUs/PSUs . |
| Endorsement Split‑Dollar | Bank‑owned life insurance; death benefit: $1,500,000 for Rushing; subject to service conditions . |
Investment Implications
- Pay‑for‑performance alignment: Rushing’s annual cash incentive tied to EPS, loan and deposit growth with a credit quality modifier; 2024 AIP paid 15.9% of target due to EPS and deposit growth below threshold and loan growth at threshold, tempered by strong credit quality; board added a discretionary bonus recognizing unique industry factors, but total awards remained below target, indicating balanced governance discipline .
- Strong long‑term TSR linkage: PSUs with 3‑year relative TSR to a defined peer set delivered maximum outcomes for the 2022 award (100th percentile) and are tracking near or at maximum for 2023/2024 cycles, reinforcing long‑term shareholder alignment; time‑based RSUs create retention through multi‑year vesting .
- Upcoming vesting supply: Three graded RSU tranches outstanding and two PSU cycles tracking toward high outcomes, suggesting periodic vesting events that can add insider supply; trading is subject to blackout periods and preclearance, mitigating abrupt selling risk .
- Retention and change‑of‑control economics: Double‑trigger CIC protection with 2x cash multiple, prorated bonus and COBRA, plus equity acceleration (RSUs) and target/prorated PSUs, strengthens retention but limits windfalls; no excise tax gross‑ups and presence of clawback policy reduce shareholder‑unfriendly features .
- Alignment and risk flags: Material share ownership, no disclosed pledging by Rushing, hedging prohibited and ownership‑culture emphasis support alignment; discretionary bonuses in 2024 should be monitored if repeated, but say‑on‑pay support was high at ~97.3% in 2024, indicating investor acceptance of program design .