Steven Cossé
SIMMONS FIRST NATIONALAbout Steven A. Cossé
Steven A. Cossé, 77, is an independent director of Simmons First National Corporation (SFNC) serving since 2004. He is SFNC’s Lead Independent Director and chairs the Executive Committee; the Board also designates him as an Audit Committee “financial expert.” Previously, he was President & CEO of Murphy Oil Corporation (retired 2013) and served as its Executive Vice President, General Counsel, and Principal Financial Officer; earlier he was General Counsel of Ocean Drilling & Exploration Company for eight years. He holds a B.A. in Government from Southeastern Louisiana University (1969) and a J.D. from Loyola University (1974) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Murphy Oil Corporation | President & CEO (retired 2013); previously EVP & General Counsel; Senior VP, VP & Principal Financial Officer | GC since 1991; CEO role until 2013 retirement | Led a Fortune 500 NYSE issuer; deep legal/finance leadership |
| Ocean Drilling & Exploration Co. (NYSE-listed, Murphy affiliate) | General Counsel | 8 years prior to joining Murphy Oil as GC | Offshore energy legal leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| South Arkansas Regional Hospital | Director | Current | Non-profit/healthcare board service |
| SHARE Foundation | Director | Current | Community foundation governance |
| Murphy Oil Corporation | Director | Former | Former public company directorship |
| Loyola University New Orleans | Board of Trustees | Former | Academic governance (former) |
Board Governance
- Roles: Lead Independent Director; Chair, Executive Committee; Chair, Nominating & Corporate Governance Committee (NCGC); Member, Audit Committee (designated “financial expert”); Member, Compensation Committee .
- Independence: Board determined he is independent; all members of the Audit, Compensation, and NCGC are independent .
- Meeting cadence and attendance: 2024 Board meetings (8); Executive Committee (4); Audit (9); Compensation (6); NCGC (4). All incumbent directors attended at least 75% of Board and assigned committee meetings; all directors attended the 2024 annual meeting .
- Lead Director function: Chairs executive sessions of independent directors; liaises with Chair/CEO; sets agendas with management .
- Risk oversight: Audit focuses on financial controls; Risk Committee covers asset/liability/liquidity, vendors, cyber/IT; Compensation oversees incentive risk .
| Body/Committee | Role | 2024 Meetings | Notes |
|---|---|---|---|
| Board of Directors | Independent Director; Lead Director | 8 | Independent executive sessions led by Cossé |
| Executive Committee | Chair | 4 | Lead Director chairs; agenda coordination with management |
| Audit Committee | Member; Financial Expert | 9 | Board designated as financial expert |
| Compensation Committee | Member | 6 | No interlocks; all members independent |
| Nominating & Corporate Governance | Chair | 4 | Oversees director nominations and board evaluations |
Fixed Compensation (Director; 2024)
| Item | 2024 Amount (USD) | Notes |
|---|---|---|
| Fees earned or paid in cash (total) | $105,000 | As reported for 2024 |
| Committee chair retainers (schedule) | Executive Committee Chair: $25,000; NCGC Chair: $10,000 | Committee chair fee schedule for 2024 |
| Simmons Bank (subsidiary) board fees (included within director totals) | $35,000 | SB board service amount for Cossé (informational; included within Total disclosure) |
The company discloses committee chair fee schedules but does not itemize Cossé’s cash breakdown beyond the $105,000 aggregate; amounts above indicate fee design and SB board component for context .
Performance Compensation (Director; 2024)
| Grant Date | Instrument | Shares/Units | Grant Date Fair Value (USD) | Vesting |
|---|---|---|---|---|
| May 1, 2024 | Annual equity retainer RSUs | 4,040 | $70,013 | Quarterly: grant-date, Jul 1, 2024; Oct 1, 2024; Jan 2, 2025 (time-vested) |
| As of Dec 31, 2024 | Unvested director RSUs outstanding | 1,010 | — | Year-end unvested balance per director |
- Pricing reference: RSUs valued at the May 1, 2024 closing price of $17.33 .
- Directors may elect to receive retainers in RSUs; Cossé’s disclosed stock awards equal the standard equity retainer .
Other Directorships & Interlocks
| Company | Listing | Role | Interlock/Conflict Notes |
|---|---|---|---|
| None disclosed (current public companies) | — | — | No current public company interlocks disclosed for Cossé . |
| Murphy Oil Corporation (former) | NYSE | Former director | Historical role, not a current interlock . |
Expertise & Qualifications
- Designated Audit Committee financial expert; deep financial reporting and controls experience .
- Former public company CEO; prior EVP & General Counsel; principal financial officer; seasoned legal and governance expertise .
- Education: B.A. Government (1969); J.D. (1974) .
- Bar memberships: Louisiana, Arkansas, Union County (AR) Bar Associations .
Equity Ownership
| Metric | Detail |
|---|---|
| Beneficial ownership | 88,762 shares (jointly with spouse), as of February 7, 2025 |
| Percent of class | Less than 1% (company-wide star notation) |
| Anti-hedging/anti-pledging | Directors prohibited from hedging/pledging company stock (exceptions require NCGC pre-approval) |
| Director ownership guideline | ≥ 3x annual equity retainer; 5 years to comply; restrictions on sales until compliant |
| Unvested director RSUs at 12/31/24 | 1,010 units |
Governance Assessment
-
Strengths
- Lead Independent Director with explicit authority to chair executive sessions and serve as a liaison to management—mitigates combined Chair/CEO structure and supports independent oversight .
- Multi-committee leader: Chairs Executive Committee and NCGC; Board-designated financial expert on Audit—broad oversight span in governance, nominations, and financial controls .
- Independence affirmed; all key governance committees fully independent; directors undertake annual self-evaluations .
- Solid engagement: Board and committee meeting cadence; all incumbents ≥75% attendance; full director attendance at the 2024 annual meeting .
- Alignment mechanisms: Director stock RSUs; ownership guidelines; anti-hedging/pledging policy .
-
Potential investor watchpoints
- Long tenure (on SFNC board since 2004) can raise independence perception risks, though offset by his Lead Director role and committee leadership responsibilities .
- Combined Chair/CEO structure reinstated in 2025—common in regional banks but can concentrate authority; presence of a strong Lead Independent Director is a mitigating control .
- No Cossé-specific related party transactions disclosed; company outlines Regulation O compliance and NCGC review for any related-party transactions .
Director Compensation Snapshot (2024): Cash $105,000; Stock awards $70,013; Total $175,013; RSU grant 4,040 units at $17.33 with quarterly vesting; 1,010 RSUs unvested at year-end .
Beneficial Ownership: 88,762 shares (joint with spouse), <1% of outstanding as of Feb 7, 2025—subject to anti-hedging/pledging and director ownership guidelines .