Tina Groves
SIMMONS FIRST NATIONALAbout Tina Groves
Executive Vice President and Chief Risk Officer at Simmons First National Corporation; age 55; 18 years of service with the company as of 2025 . Previously served as Senior Vice President/Manager of Audit & Compliance (2013) and was EVP & CRO by 2015, reflecting a progression into enterprise risk leadership . Her remit aligns to the company’s risk oversight framework—the Board’s Risk Committee is supported by an Enterprise Risk Management Committee and allocates risk management responsibilities to the CRO (covering asset/liability, liquidity, credit, fraud, vendor, cybersecurity, and IT risks) . Company performance context for incentives: 2024 adjusted pre-provision net revenue less net charge-offs certified at $215,204,867 (above target) and adjusted efficiency ratio at 64.59% (better than target), while 2022 PSUs paid 0% due to below-threshold rankings on Core ROAA, Core ROTCE, and TSR percentiles .
Past Roles
| Organization | Role | Years (as disclosed) | Strategic Impact |
|---|---|---|---|
| Simmons First National Corporation | Senior Vice President/Manager, Audit/Compliance | 8 (as of FY 2013) | Internal audit and compliance leadership |
| Simmons First National Corporation | Executive Vice President & Chief Risk Officer | 9 (as of FY 2014/2015) | Enterprise risk management oversight |
| Simmons First National Corporation | Executive Vice President & Chief Risk Officer | 18 (as of 2025) | ERM governance across asset/liability, credit, fraud, vendor, cybersecurity, IT risks |
Performance Compensation
2025 Performance Cash Award (under 2023 Stock & Incentive Plan)
| Award Type | Award Date | Performance Period | Metric | Weighting | Target ($) | Maximum ($) | Payout Status |
|---|---|---|---|---|---|---|---|
| Performance Cash Award | Feb 3, 2025 | Jan 1–Dec 31, 2025 | Strategic Performance | 100% | 171,450 | 342,900 | Not yet disclosed |
- Award agreement participant: Tina Groves; payout mechanics governed by 2023 Plan .
RSU Vesting Schedule (shares)
| Grant Description | 2025 | 2026 | 2027 |
|---|---|---|---|
| RSUs (1,758) vest Feb 23, 2025; shares delivered within 30 days | 1,758 | — | — |
| RSUs (2,275) vest Jan 19, 2026; shares delivered within 30 days | — | 2,275 | — |
| RSUs (9,399) vest in three tranches of 3,133 each (Feb 28) | 3,133 | 3,133 | 3,133 |
- Delivery within 30 days of vesting; certain events (retirement, death, disability) may accelerate vesting per award terms .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Officer title | Chief Risk Officer (Section 16 officer) |
| Direct common shares owned | 27,531 |
| Shares outstanding | 125,918,825 (as of Mar 5, 2025) |
| Ownership % of outstanding (direct) | ~0.022% (27,531 ÷ 125,918,825) |
| RSUs outstanding (total) | 13,432 (1,758 + 2,275 + 9,399) |
| Stock options outstanding | 2,300 shares total; three non-qualified options of 766/767/767 shares; strike $23.51; expiration Jan 19, 2026; currently exercisable |
| Hedging/Pledging policy | Company prohibits hedging and pledging by directors and officers at least SVP; exceptions require NCGC approval |
| Ownership guidelines | EVP-and-above required to hold equity equal to 3x base salary; five years allowed to reach compliance; testing annually |
Employment Terms
| Provision | Company Policy/Plan Term |
|---|---|
| Insider Trading Policy | Applies to directors and officers; included as an exhibit to the 2024 Form 10-K |
| Clawback Policy | Incentive-based compensation subject to recoupment in event of accounting restatement; incorporated into cash and equity plans |
| Change-in-Control Equity Treatment | Options vest immediately; RSAs lapse; RSUs vest if terminated within one year post-CIC; PSUs vest/pay at target if CIC occurs after first nine months of the performance period; CIP benefits payable at target and pro-rated; deferred comp service requirement waived |
| Deferred Compensation | Company maintains non-qualified deferred compensation plan (excess contribution plan) with company matching and discretionary contributions; fully vested; 409A-compliant distributions upon separation from service |
| Retirement/401(k) | Company matches up to 4% (based on employee deferral rates) and may grant discretionary profit-sharing contributions; balances fully vested |
Note: CIC agreements are maintained for certain senior management, including NEOs; specific CIC contract terms for Ms. Groves are not disclosed, but equity award treatment under CIC follows plan terms above .
Compensation Structure Context (Company-Level)
- Incentive mix emphasizes performance-based pay with RSUs and PSUs under LTIP; PSUs for 2024–2026 use TBV/share growth rank (peer group) and TSR rank (KBW Regional Banking Index), each weighted 50%, with payout 0–200%; RSUs vest in ~three equal annual tranches (dividend equivalents paid in cash at vest from 2024 awards) .
- 2022 PSU performance certified at 0% (Core ROAA ~12th percentile; Core ROTCE ~16th percentile; TSR ~10th percentile) .
- 2024 “say-on-pay” vote approval ~93% for 2023 NEO compensation, indicating broad shareholder acceptance of program design .
Investment Implications
- Near-term vesting/selling pressure: RSU deliveries Feb 23/28, 2025 and Feb 28, 2026/2027, plus option expiry Jan 19, 2026—watch for Section 16 filings around these dates and potential incremental supply from share deliveries .
- Pay-for-performance alignment: 2025 Performance Cash Award is 100% tied to “Strategic Performance,” which concentrates discretion and qualitative KPIs—monitor Compensation Committee disclosures for certification criteria and outcomes to assess linkage strength vs. financial metrics (PPNR, ER) used for NEOs .
- Alignment safeguards: Anti-hedging/anti-pledging and stock ownership guidelines (3x salary for EVP+) support alignment; confirm compliance status annually (not disclosed at the individual level) .
- Retention risk: Multi-year RSU vesting and option runway through Jan 2026 create retention hooks; plan-level CIC equity treatment and clawback policy further influence risk/return of departure decisions .