Blake M. Edwards, Jr.
About Blake M. Edwards, Jr.
Blake M. Edwards, Jr. (59) is President and Chief Executive Officer of Skyline Bankshares, Inc. and Skyline National Bank, roles he has held since January 2019. He previously served as Senior Executive Vice President and Chief Financial Officer of Skyline (2015–2018) and earlier as CFO of Grayson/Grayson National Bank beginning in 1999; prior to industry roles he worked in public accounting focused on community bank audits. He holds a degree from Radford University and completed the AICPA’s School of Banking (UVA) and the Graduate School of Bank Investments and Financial Management (University of South Carolina) . Under his tenure, governance separates the CEO and Chair roles, with an independent Chair leading the board . Company scale expanded via the 2024 Johnson County Bank acquisition (expected ~$1.2B assets at closing) .
Company performance context (annual):
- Shares outstanding at 3/31/2025: 5,651,704 .
- Revenues and total assets trend shown below.
| Metric | FY 2019 | FY 2020 | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|---|---|
| Revenues ($) | 4,915,000* | 5,297,000* | 6,175,000* | 6,257,000* | 6,970,000* | 7,285,000* |
| Total Assets ($) | 706,290,000* | 855,387,000* | 995,848,000* | 997,734,000* | 1,045,843,000* | 1,217,599,000* |
| Values retrieved from S&P Global.* |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Skyline Bankshares/Skyline National Bank | Senior EVP & CFO | 2015–2018 | Led finance through consolidation of legacy banks into Skyline . |
| Grayson/Grayson National Bank | CFO; later Senior EVP | 1999–2018 | Long-tenured finance leadership at predecessor bank . |
| Public Accounting Firm | Auditor/Advisor to community banks | Pre-1999 | Community bank audit/advisory experience, foundation for risk/finance oversight . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Virginia Association of Community Banks | Board of Directors | Current | Industry advocacy and policy insight . |
| Independent Community Bankers of America (ICBA) | Federal Delegate for Virginia | Current | National policy exposure; regulatory engagement . |
| Virginia Bankers Association | Management Services Board; Government Relations Committee | Current | State-level industry operations and advocacy . |
| Local organizations (e.g., DLP Twin County Regional Healthcare; Blue Ridge Discovery Center) | Governance roles | Current | Community ties supporting franchise development . |
Fixed Compensation
- The Summary Compensation Table and specific CEO pay elements (base salary, target/actual bonus, perquisites) were not located in the sections of the 2025, 2024, or 2023 DEF 14A accessible via document search; the 2025 proxy emphasizes governance, board structure, and committee composition but the retrieved portions do not include executive compensation line items .
Performance Compensation
- Performance metrics, short- or long-term incentive plan design (e.g., revenue growth, EPS/ROA/ROE, TSR), weighting, targets vs. actuals, and payout schedules were not found in the retrieved proxy sections for 2025/2024/2023 .
Equity Ownership & Alignment
- Capital structure context: 5,651,704 common shares outstanding as of March 31, 2025 .
- Beneficial ownership amounts for Mr. Edwards (direct/indirect shares, vested/unvested equity, exercisable options) and any hedging/pledging disclosures were not surfaced in the retrieved proxy sections .
- Director election results confirm Mr. Edwards is a board member; 2025 shareholder vote count for his nomination: For 3,006,102; Withhold 76,026; broker non-votes 891,988 .
Employment Terms
- Employment agreement terms (severance multiple, bonus definitions, non-compete/non-solicit, change-in-control triggers, accelerated vesting, clawbacks, tax gross-ups) were not located in the retrieved portions of the 2025, 2024, or 2023 filings .
Board Governance
- Structure: Independent Chairman (Thomas M. Jackson, Jr.) and separate CEO (Blake M. Edwards, Jr.), explicitly maintained to enhance independent oversight .
- Standing committees: Audit and Compensation; no standing Nominating Committee (the full board performs nominating) .
- Audit Committee members: Frank A. Stewart (Chair), A. Melissa Gentry (Vice Chair), T. Mauyer Gallimore, Theresa S. Lazo, John Michael Turman; all independent under Nasdaq standards .
- Compensation Committee members: Dr. J. Howard Conduff, Jr. (Chair), Bryan L. Edwards (Vice Chair), Jacky K. Anderson, Thomas M. Jackson, Jr., Frank A. Stewart; all independent except Mr. Anderson .
- Workload: Audit Committee met 5x in 2024; Compensation Committee met 3x in 2024 .
- Financial expertise: No designated “audit committee financial expert,” citing rural talent pool constraints, though the board asserts members have requisite financial literacy .
- Dual-role implications: CEO is also a director but not chair; key oversight committees (Audit, Compensation) are independent-led and do not include the CEO, mitigating independence concerns .
Performance & Track Record
- Strategic execution: Announced acquisition of Johnson County Bank in April 2024; all-cash $25.0M consideration, expected immediate EPS accretion (before one-time costs), tangible book earnback <2.5 years, IRR above internal thresholds; combination expected ~28 locations, nearly $1.2B in assets at closing .
- Governance of M&A: Plan of Merger details with Skyline Merger Sub and JCB; customary closing conditions, non-solicitation, and a $1.0M termination fee in certain cases .
Compensation Committee Analysis
- Composition and independence: As above; committee met three times in 2024 .
- Consultant usage, peer group, and target percentile: Not disclosed in retrieved proxy sections .
Say-on-Pay & Shareholder Feedback
- 2025 Annual Meeting results disclosed for director elections and auditor ratification; advisory say‑on‑pay results were not presented in the retrieved 8‑K/DEF 14A sections .
Director Service History for Blake M. Edwards, Jr.
- Current Skyline Bankshares director; received 3,006,102 votes “For” at the May 20, 2025 annual meeting .
- Committee roles: Not listed on Audit or Compensation Committees (both independent-led), supporting independence of oversight over management compensation and financial reporting .
- Independence: As CEO, not independent; board maintains independent chair to offset dual-role risks .
Investment Implications
- Alignment and incentives: The board’s separation of Chair/CEO and independent oversight of Audit and Compensation reduce governance risk, though the absence of a designated audit committee financial expert and limited visibility into executive pay structure/metrics in the retrieved disclosures are transparency gaps to monitor .
- Execution track: Edwards’ tenure includes disciplined expansion via JCB (accretive economics, manageable TBV earnback), consistent with prudent community bank growth; continued integration delivery will be a key KPI .
- Operating scale: Assets expanded toward ~$1.2B including JCB, enhancing operating leverage potential; investors should track NIM, credit costs, and operating efficiency to gauge pay-for-performance alignment once compensation detail is disclosed .
- Governance watch items: Monitor future proxies for explicit CEO pay mix (cash vs. equity), performance metric rigor (ROA/ROE, credit quality, growth), change‑in‑control terms, and any hedging/pledging restrictions to assess insider selling pressure and retention risk .
Citations:
- Biography and external roles
- Governance structure and committees
- Shares outstanding
- Director election vote counts
- Johnson County Bank acquisition details