Julie A. Fairchild
About Julie A. Fairchild
Julie A. Fairchild, age 50, is Chief Accounting Officer and Principal Accounting Officer of Southern First Bancshares, Inc. (SFST) and Southern First Bank, appointed in October 2024; she joined the Bank in 2005 after serving as an audit manager at Elliott Davis LLC, and holds a BS in Accounting from Bob Jones University; she is a licensed CPA in South Carolina . Company performance tied to executive compensation highlights for 2024 include net income of $15.5 million (+15.7% YoY), loans $3.6 billion (+0.8% YoY), deposits $3.4 billion (+1.7% YoY), and book value per share up 4.0% to $40.47 . Pay-versus-performance disclosures show 2024 SFST total shareholder return (TSR) at 112.45 (value of $100 invested since 12/31/2020) and tangible book value growth of 4.76% in 2024; the Company identifies tangible book value, cumulative net charge-offs, and TSR as the most important performance measures used to link NEO pay and performance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Southern First Bank | Various roles culminating in EVP, Accounting & Finance prior to CAO | 2005–Oct 2024 | Progressed through accounting/finance leadership prior to appointment as CAO |
| Elliott Davis LLC | Audit Manager | Pre-2005 | Public audit experience relevant to financial reporting and controls |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| — | — | — | No external directorships disclosed in Company filings for Ms. Fairchild |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary (Set) | $180,000 | $185,000 |
| Salary (Paid; Summary Compensation Table) | — | $188,000 |
Performance Compensation
Annual Cash Bonus and Metrics
| Metric | Design | Target | Actual (2024) | Payout | Vesting |
|---|---|---|---|---|---|
| Annual Bonus | Discretionary, based on Company strategic measures (subjective evaluation by Compensation Committee) | Not disclosed | Company assessed against measures including net income, deposit growth, loan growth, charge-offs, non-performing assets, net interest margin, talent acquisition, compliance | $40,000 (paid Jan 2025 for 2024 performance) | Cash; paid following year |
Equity Awards (2024 Grants)
| Grant Date | Instrument | Shares | Grant-Date FMV | Vesting | Notes |
|---|---|---|---|---|---|
| Jan 16, 2024 | Restricted Stock | 500 | $18,555 [FMV at $37.11/share] | Ratable over 4 years | 2020 Equity Incentive Plan |
| Oct 14, 2024 | Restricted Stock | 1,000 | $35,720 [FMV at $35.72/share] | Ratable over 4 years | 2020 Equity Incentive Plan |
| Total 2024 Stock Awards (SCT) | Restricted Stock | — | $54,275 | — | Ms. Fairchild not subject to 2024 long-term performance equity plan used for certain NEOs |
Outstanding Awards at FY 2024
| Category | Details |
|---|---|
| Unvested RSAs/RSUs | 2,125 shares; market value $84,469 at 12/31/2024 |
| Options (Exercisable) | 1,500 @ $23.00 (exp. 1/19/2026); 1,500 @ $35.65 (exp. 1/17/2027); 1,000 @ $42.80 (exp. 1/16/2028); 1,000 @ $32.32 (exp. 1/15/2029); 1,000 @ $42.72 (exp. 1/21/2030) |
| Options (Unexercisable) | 1,125 exercisable and 375 unexercisable from grant 1/19/2031; unvested options vest in four equal annual increments |
| 2024 Exercises | 1,500 shares exercised; value realized $42,120 |
Equity Ownership & Alignment
| Ownership Metric | Value |
|---|---|
| Shares Owned (Direct/Indirect) | 5,840 |
| Options – Right to Acquire within 60 Days | 7,125 |
| Ownership as % of Shares Outstanding | 0.16% (based on 8,169,163 shares outstanding) |
| Unvested Equity (RSAs/RSUs) | 2,125 shares; market value $84,469 |
| Pledging/Hedging | Company prohibits short sales and hedging; pledging discouraged and requires preclearance |
| Stock Ownership Guidelines | Board has not implemented formal ownership guidelines for directors/NEOs |
Employment Terms
| Term | Key Provisions |
|---|---|
| Employment Agreement | None; Ms. Fairchild does not have an employment agreement with the Company |
| Salary Continuation Agreement (SERP) | Annual supplemental retirement benefit $50,000 (15-year term); present value carried $105,326 at 12/31/2024; credited service 11 years |
| Early Termination/Non-Compete (SERP) | Early termination benefits forfeited if, within one year after early termination, executive competes (including employment/consulting) with a depository institution within 30 miles of any Bank office |
| Potential Payments upon Termination (12/31/2024 basis) | Termination w/o cause: $105,326 (SERP) + $84,581 (acceleration/continuation of equity) = $189,907; Good reason or w/o cause after change in control: same totals ($189,907) |
| Clawback | Incentive Compensation Recovery Policy effective Nov 21, 2023 (recovers erroneously awarded incentive-based comp for “Big R” and “little r” restatements) |
| Insider Trading | Preclearance required for directors/executives; applies to Company and third-party MNPI |
Compensation Structure Context (Company-Level)
| Practice | Detail |
|---|---|
| Philosophy | Pay-for-performance; mix of base, annual incentives, equity; emphasis on long-term alignment and prudent risk-taking |
| Short-Term Incentive Design | Committee’s evaluation is more subjective than objective; not based on specific financial targets for NEOs; uses broad measures (net income, growth metrics, credit quality, NIM, talent, compliance) |
| Long-Term Incentive (2024 NEOs) | Equity awards for certain NEOs tied to 3-year cumulative tangible book value growth, cumulative net charge-offs, and TSR with “star” achievements; RS awards vest over four years; Ms. Fairchild was not subject to this plan for 2024 |
| Governance | No tax gross-ups; double-trigger CoC severance for executives with employment agreements; no repricing of options; annual say-on-pay |
| Say-on-Pay | 73.7% approval at 2024 annual meeting |
Investment Implications
- Alignment and retention: Fairchild has 2,125 unvested restricted shares vesting ratably over four years and 375 unvested options from a 2031 grant, creating ongoing retention hooks; hedging is prohibited and pledging discouraged, reducing misalignment risk .
- Limited guaranteed cash exposure: No employment agreement; potential termination benefits primarily from SERP present value ($105,326) and equity acceleration ($84,581), limiting cash severance risk and change-of-control cash obligations relative to CEO/CFO .
- Pay-for-performance calibration: Her bonus is determined under a subjective committee framework referencing Company strategic metrics without disclosed targets/weights, and her 2024 equity awards were service-based RS grants—she was not in the 3-year performance equity program—indicating moderate direct payout linkage to quantified targets for her role in 2024 .
- Ownership signal: Beneficial ownership at 0.16% with 7,125 options exercisable within 60 days; combined with RSU vesting, this offers some alignment but not a controlling or outsized position; no pledging disclosed .
- Governance and clawback: Robust clawback and insider trading controls mitigate misconduct and accounting restatement risks—critical for a principal accounting officer—supporting confidence in financial reporting quality .