Mindy West
SIMMONS FIRST NATIONALAbout Mindy West
Mindy West, 56, has served as an independent director of Simmons First National Corporation (SFNC) since 2017. She is Executive Vice President and Chief Operating Officer of Murphy USA Inc. (since February 2024), and previously served as EVP, Chief Financial Officer, and Treasurer of Murphy USA (2013–Feb 2024), with additional responsibility as EVP of Fuels (2018–Feb 2024). She holds bachelor’s degrees in Finance (University of Arkansas) and Accounting (Southern Arkansas University) and is a Certified Public Accountant (Inactive) and Certified Treasury Professional . The Board specifically cites her accounting/finance and large public-company leadership experience as valuable for oversight of audit, risk management, internal controls, and capital management .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Murphy USA Inc. | Executive Vice President & Chief Operating Officer | Feb 2024–present | Senior operator of NYSE-listed fuel and convenience retail business |
| Murphy USA Inc. | EVP, Chief Financial Officer & Treasurer | Aug 2013–Feb 2024 | Finance leadership; capital management; investor-facing role |
| Murphy USA Inc. | Executive Vice President of Fuels | Jun 2018–Feb 2024 | Commercial oversight of fuels segment |
| Murphy Oil Corporation | Director of Investor Relations | Jul 2001–Dec 2006 | Capital markets and disclosure responsibilities |
| Murphy Oil Corporation | Vice President & Treasurer | Jan 2007–Aug 2013 | Corporate finance, treasury leadership |
External Roles
| Organization | Role | Committees | Notes |
|---|---|---|---|
| SHARE Foundation (El Dorado, AR) | Director | — | Community/health foundation governance |
| Razorback Foundation | Director; Executive Committee member | Executive Committee | Collegiate athletics fundraising governance |
| Ducks Unlimited Inc. | Director | Finance Committee; Board Governance Committee | National conservation nonprofit governance |
| Wetlands America Trust | Director | Finance Committee; Board Governance Committee | Conservation trust governance |
| Natural State Advisory Council | Member | — | State advisory role |
| South Arkansas University Business Advisory Council | Former Member | — | Academic advisory role |
Board Governance
- Independence: The Board determined West is independent for the Board and for the Audit and Compensation Committees under NASDAQ listing standards .
- Committee assignments and roles (2024):
- Audit Committee: Vice Chair; designated “audit committee financial expert” and “financially sophisticated” per SEC Item 407(d)(5) and NASDAQ Rule 5605(c)(2)(A); met 9 times in 2024 .
- Compensation Committee: Member; committee composed entirely of independent directors; met 6 times in 2024; no interlocks or prior officer status among members in 2024 .
- Executive Committee: Member; met 4 times in 2024 .
- Attendance and engagement: The Board met 8 times in 2024; all incumbent directors attended at least 75% of Board and relevant committee meetings. All directors standing for election attended the 2024 annual shareholders’ meeting .
- Governance policies:
- Anti-hedging and anti-pledging policy for directors and certain officers; exceptions require prior NCGC approval .
- Director stock ownership guidelines: required to own at least 3× the annual equity retainer value within five years; restrictions on liquidating equity awards until guideline met .
- Lead independent director chairs the Executive Committee and presides over executive sessions; Board periodically meets in executive session of independent directors .
Fixed Compensation
| Component (2024) | Amount (USD) | Details |
|---|---|---|
| Fees Earned or Paid in Cash | $75,000 | Includes Board/committee retainers; prorated for roles; Simmons Bank board service amounts are included in totals (see below) |
| Stock Awards (RSUs) | $70,013 | Annual equity retainer in RSUs; grant-date fair value per Topic 718; RSUs vest quarterly over the Board year |
| All Other Compensation | $105 | Term life insurance premiums |
| Total (SFNC + SB service) | $145,118 | Total includes Simmons Bank (“SB”) board/committee fees (West: SB total $35,000) |
Director retainer structure (indicative):
- Annual equity retainer ~$70,000 paid in RSUs; 2024 grant on May 1, 2024 at $17.33/share .
- Annual cash retainers; committee role adders: Audit Chair $20,000; Audit Vice Chair $5,000; Compensation Chair $15,000; Compensation Vice Chair $5,000; Executive Chair $25,000; NCGC Chair $10,000; Risk Chair $15,000 .
Performance Compensation
| Equity Award | Grant Date | RSUs Granted (#) | Grant-Date Value | Vesting Schedule | Unvested RSUs as of 12/31/24 |
|---|---|---|---|---|---|
| Annual Board Equity Retainer (RSUs) | May 1, 2024 | 4,040 | Valued at $17.33 per share | 4 installments: grant date; Jul 1, 2024; Oct 1, 2024; Jan 2, 2025 | 1,010 per director |
- Non-employee director pay does not include performance share units or options; equity is time-based RSUs aligned to board service periods .
Other Directorships & Interlocks
| Category | Company/Entity | Role | Notes |
|---|---|---|---|
| Public company board | — | — | No public company directorships disclosed for West beyond her SFNC board service . |
| Industry interlock (network) | Murphy Oil/Murphy USA | Executive roles (West); former CEO (Cossé) | SFNC board includes Steven A. Cossé, retired President & CEO of Murphy Oil; West’s Murphy USA leadership creates oil/retail network ties on SFNC’s board; no related-party transactions disclosed related to West . |
Expertise & Qualifications
- Finance and accounting expertise; designated Audit Committee Financial Expert; financially sophisticated under NASDAQ rules .
- Senior public-company leadership (COO, CFO, Treasurer) enhancing oversight of audit, risk, internal controls, and capital management .
- Credentials: CPA (Inactive), Certified Treasury Professional; dual bachelor’s degrees in Finance and Accounting .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class | Notes |
|---|---|---|---|
| Mindy West | 21,134 | <1% | Beneficial ownership as of Feb 7, 2025; percentages based on shares outstanding as of Mar 5, 2025 |
| Hedging/Pledging | Prohibited absent NCGC approval | — | Company policy forbids director hedging or pledging of SFNC securities |
| Director Ownership Guideline | ≥3× annual equity retainer | — | 5 years to comply; restrictions on selling equity awards until guideline met |
Governance Assessment
- Strengths:
- Independence and multi-committee service (Audit Vice Chair; Compensation; Executive); recognized audit financial expertise .
- Strong engagement and attendance; Board and committees active in 2024 (9 Audit; 6 Compensation; 4 Executive; Board met 8 times); directors met annual meeting attendance expectations .
- Alignment mechanisms: annual RSU grants with multi-tranche vesting; director ownership guidelines (≥3× equity retainer); anti-hedging/anti-pledging policy .
- Compensation oversight quality: Compensation Committee independence; use of Pearl Meyer as independent compensation consultant; clawback policy embedded in cash/equity incentive plans (executive focus) .
- Shareholder support: ~93% say-on-pay approval at 2024 AGM, indicating broad support for compensation practices (executive pay context) .
- Watch items:
- Industry-network interlock via Murphy Oil/Murphy USA expertise on SFNC’s board (West; Cossé). No specific related-party transactions disclosed with West; SFNC’s Related Party Transactions Policy and Regulation O practices mitigate banking relationship conflicts .
- RED FLAGS:
- None disclosed regarding hedging/pledging, option repricing, low attendance, or related-party transactions tied to West .
Related Party Transactions and Policies
- Loans and deposits with directors and related interests occur in the ordinary course on substantially the same terms as for non-related parties and within Regulation O requirements, which SFNC deems consistent with independence; Board reviews any criticized credits for independence implications .
- Related Party Transactions Policy requires arm’s-length terms; NCGC reviews material transactions and excludes the related party from deliberations and voting .
Say-on-Pay & Shareholder Feedback
- Approximately 93% approval of the 2023 named executive officer compensation at the 2024 Annual Meeting; Compensation Committee continues to evaluate evolving practices and shareholder feedback .