David Garner
About David Garner
David W. Garner is Executive Vice President and Chief Accounting Officer (Principal Accounting Officer) of Simmons First National Corporation (SFNC); he is 55 and has served with the company for 27 years, appointed to his current role in December 2019 . As Principal Accounting Officer, he signs SFNC’s Sarbanes‑Oxley Section 302 and 906 certifications, underscoring accountability for disclosure controls and internal control over financial reporting . Company incentive frameworks tie pay to tangible book value growth and TSR percentile via PSUs, and to adjusted PPNR and efficiency ratio via the annual cash incentive plan, with 2024 company results exceeding targets on both PPNR and ER components, while earlier PSU cycles paid out at 0% (2022 PSUs) and 22.61% (2021 PSUs), evidencing rigorous performance hurdles .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Simmons First National Corporation | EVP & Chief Accounting Officer (Principal Accounting Officer) | Appointed Dec 2019 – Present | Finance leadership; signs SOX 302/906 certifications for 10‑Q filings, supporting control environment and investor disclosures |
| Simmons First National Corporation | EVP, Controller & Chief Accounting Officer | Prior to Dec 2019 (exact dates not disclosed) | Led accounting and reporting functions prior to current appointment |
External Roles
No external directorships or outside roles disclosed for David Garner in available filings. (Skip)
Fixed Compensation
- Not disclosed for David Garner; he is not a Named Executive Officer in the 2024 or 2025 proxy Summary Compensation Tables, which only provide detailed salary/bonus/equity data for NEOs .
Performance Compensation
- Company incentive design relevant to Garner’s level:
- Annual Cash Incentive Plan (CIP): For 2024, components and weights for participating NEOs were 35% Adjusted PPNR less net charge-offs, 35% Adjusted ER, 30% strategic performance; thresholds, targets, and maximum levels determined ex‑ante with straight‑line interpolation and Committee discretion to adjust for comparability items . Garner’s individual participation/payout was not disclosed .
- Equity LTIP: RSUs vest over ~3 years; PSUs run on a 3‑year performance period. For grants commencing in 2024 (2026 Performance Period), PSUs are 50% TBV per share growth ranking vs peer group and 50% TSR ranking vs KBW Regional Banking Index, each with 25th/50th/75th percentile hurdles for threshold/target/maximum .
Performance tables (company-level outcomes):
| Metric | Threshold | Target | Maximum | 2024 Result | Payout vs Allocated Target |
|---|---|---|---|---|---|
| Adjusted PPNR less Net Charge‑Offs ($) | 192,000,000 | 214,000,000 | 235,000,000 | 215,204,867 | 102% |
| Adjusted Efficiency Ratio (%) | 69.00 | 65.00 | 61.00 | 64.59 | 104% |
| Strategic Performance (%) | — | — | 200 | Certified achieved (NEOs), EVP GC at 150% | 100% (NEOs), 150% (EVP GC) |
2022 PSUs (performance period ending 2024) outcome:
| Criterion | Threshold (50%) | Target (100%) | Maximum (200%) | 2024 Results | 2024 Benefit Level |
|---|---|---|---|---|---|
| Core ROAA Ranking | 25th percentile | 50th percentile | 75th percentile | ~12th percentile | 0% |
| Core ROTCE Ranking | 25th percentile | 50th percentile | 75th percentile | ~16th percentile | 0% |
| 2024 TSR Ranking | 25th percentile | 50th percentile | 75th percentile | ~10th percentile | 0% |
| Aggregate Payout | — | — | — | — | 0% |
2021 PSUs (performance period ending 2023) outcome:
| Criterion | Threshold (50%) | Target (100%) | Maximum (200%) | 2023 Results | 2023 Benefit Level |
|---|---|---|---|---|---|
| Core ROAA Ranking | 25th percentile | 50th percentile | 75th percentile | 24th percentile | 0% |
| Core ROTCE Ranking | 25th percentile | 50th percentile | 75th percentile | 32.3 percentile | 64.6% |
| 2023 TSR Ranking | 25th percentile | 50th percentile | 75th percentile | 2nd percentile | 0% |
| Aggregate Payout | — | — | — | — | 22.61% |
Equity Ownership & Alignment
- Ownership and share counts: Not individually disclosed for Garner in beneficial ownership tables; those tables list directors and NEOs only .
- Stock ownership guidelines: As an EVP, Garner is subject to a minimum holding requirement equal to 3× base salary, with five years to achieve compliance; non‑compliant officers are restricted from liquidating certain equity until they meet the guideline (valuation includes unvested RSUs and outstanding PSUs at 100% payout for guideline testing) . Compliance status for Garner is not disclosed .
- Hedging/Pledging: SFNC prohibits hedging transactions and pledging company securities for directors and officers at least at senior vice president level; any exception requires NCGC approval .
- Vesting and award design:
- RSUs: time‑vest over ~3 equal annual tranches (examples: tranches scheduled for NEOs in 2025–2027) .
- PSUs: 3‑year periods; payout 0–200% of target based on relative TBV growth and TSR ranking; dividend equivalents paid in cash post‑certification .
- Split‑Dollar life insurance: Garner participates in Simmons Bank’s Endorsement Split‑Dollar Life Insurance Plan; Participant Death Benefit amount is $619,000 . Plan amendments disclosed increases for other executives and provide that Net Amount At Risk above the participant benefit is retained by Simmons Bank .
Employment Terms
- Role and tenure: EVP & Chief Accounting Officer; 27 years of service; age 55 . Appointed to current role December 2019 .
- Codes of Ethics: Finance Group Code of Ethics applies to the Chief Accounting Officer and Finance/Accounting personnel; general Code of Ethics governs conflicts, disclosure, and compliance; insider trading policy appended to the 10‑K .
- Clawback: Board‑adopted clawback policy for incentive‑based compensation upon an accounting restatement; incorporated into cash/equity incentive plans and the 2023 Stock & Incentive Plan .
- Change‑in‑Control (CIC): SFNC maintains CIC Agreements for certain members of senior management, including NEOs; double‑trigger required (CIC plus termination without cause or resignation after a defined trigger). Benefits include 2–3× (salary + incentive), vesting acceleration for equity per plan rules (RSUs vest upon termination within one year; PSUs vest at target if CIC occurs after first nine months of the performance period), and pro‑rated CIP at target; tax gross‑ups are prohibited in new CIC agreements (legacy CEO exception) . Individual CIC coverage for Garner is not disclosed .
- Deferred compensation: SFNC maintains non‑qualified plans (defined benefit‑type supplemental agreements for certain executives and an excess contribution NQDC Plan) with immediate vesting of NQDC benefits and 409A‑compliant distribution elections; participation for Garner is not disclosed .
Governance and Shareholder Feedback
| Item | 2023 | 2024 |
|---|---|---|
| Say‑on‑Pay Approval (%) | ~95% | ~93% |
- Compensation peer group: 20 regional banks with assets roughly 0.5–2.1× SFNC (2023) and 0.5–2.2× SFNC (2024); used to target median pay and set incentives; examples include OZK, BOKF, CBSH, SSB, PB, PNFP, UMBF, UCBI .
- Risk oversight and policies: Board committees oversee compensation risk, maintain anti‑hedging/anti‑pledging, stock ownership guidelines, whistleblower program, and annual training; Audit and Risk Committees focus on controls and enterprise risk .
Investment Implications
- Retention and alignment: Garner’s long tenure and Finance Group Code obligations, combined with anti‑hedging/anti‑pledging and stock ownership guidelines (3× salary for EVP), point to strong governance alignment; his participation in the split‑dollar life insurance plan ($619k benefit) is a retention lever but not equity “skin‑in‑the‑game” .
- Pay‑for‑performance signal: Company‑level incentives are rigorous—PSUs paid 0% for the 2022 cycle and just 22.61% for the 2021 cycle; 2024 CIP components exceeded target on PPNR and ER, indicating improved operating momentum; however, Garner’s specific payouts and equity holdings are not disclosed, limiting visibility into his personal pay/performance alignment .
- Trading/pledging risk: Anti‑pledging/hedging policy materially reduces alignment risks; no disclosures of Garner’s hedging/pledging or insider sales found in reviewed filings; absence of Form 4 data here prevents conclusions on near‑term selling pressure .
- Change‑of‑control economics: CIC terms for senior management emphasize a double‑trigger and target‑level payouts/acceleration; Garner’s coverage is not disclosed, but if covered, equity acceleration and cash multiples could mitigate departure risk during M&A scenarios .