Thomas M. Jackson, Jr.
About Thomas M. Jackson, Jr.
Thomas M. Jackson, Jr. (age 67) is Chairman of the Board of Skyline Bankshares, Inc. (SLBK) and has served in that role since the company’s inception in November 2015; he is classified as an independent director and the Board explicitly favors an independent director serving as Chair . Jackson is a practicing attorney and owner of Jackson Law Group, PLLC (Hillsville and Wytheville, VA), and previously served in the Virginia House of Delegates (1987–2002) and was appointed to the Virginia State Board of Education for a four-year term, serving as President for the final three years; his legal expertise in real estate and contracts is cited as a core credential supporting bank lending oversight .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Virginia House of Delegates | 6th District Representative | 1987–2002 | Legislative experience; community relationships in bank markets |
| Virginia State Board of Education | Board Member; President | Four-year term; President last three years | Governance leadership; statewide policy oversight |
| Grayson Bankshares/Grayson National Bank | Director; Chairman | Director since 2002; Chairman in 2012 | Banking oversight; knowledge of banking regulations and customers |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Jackson Law Group, PLLC | Owner; practicing attorney | Not disclosed | Real estate and contract law expertise supporting credit/lending |
| Family farm (Wythe County, VA) | Owner of black angus beef farm | Not disclosed | Local market insight and relationships |
Board Governance
- Independent status and Chair role: Jackson is among 12 of 15 directors determined independent under Nasdaq rules; the Board believes the Chair should be independent and has separated CEO and Chair roles .
- Committee structure: SLBK has Audit and Compensation Committees and no standing Nominating Committee (full Board performs nominations without a separate charter) .
| Committee | Membership/Role | Chair | Independence/Notes | Meetings (FY 2024) |
|---|---|---|---|---|
| Board of Directors | Chairman of the Board (Jackson) | Chair: Jackson | Majority independent (12 of 15) | Not disclosed |
| Audit Committee | Jackson not listed | Chair: Frank A. Stewart | All members independent; no designated “financial expert” | 5 meetings |
| Compensation Committee | Member: Thomas M. Jackson, Jr. | Chair: Dr. J. Howard Conduff, Jr. | All members independent except Jacky K. Anderson | 3 meetings |
| Nominating | No standing committee | N/A | Full Board handles nominations; no separate charter | N/A |
Shareholder Support Signal (Director Election Votes)
| Annual Meeting Date | Director | For | Withhold | Broker Non-Votes |
|---|---|---|---|---|
| May 21, 2024 | Thomas M. Jackson, Jr. | 2,800,586 | 243,350 | 868,366 |
Fixed Compensation
- Director cash retainers, committee fees, and meeting fees for Jackson were not disclosed in accessible proxy sections reviewed; no “Director Compensation” table could be retrieved from 2025/2024 DEF 14A documents .
Performance Compensation
- Equity grant details (RSUs/PSUs), option awards, and any performance-based metrics for non-employee directors were not disclosed in accessible proxy sections reviewed; no director equity compensation table retrieved from 2025/2024 DEF 14A documents .
Other Directorships & Interlocks
| Type | Company/Organization | Role | Period |
|---|---|---|---|
| Public company boards (last 5 years) | None | — | Statement applies to all SLBK directors |
| Private/Non-profit boards | Not specifically listed for Jackson beyond government roles | — | See “Past Roles” |
- The proxy states no director has served on a public company board in the preceding five years, reducing interlock/related influence risk .
Expertise & Qualifications
- Legal and regulatory: Practicing attorney in real estate and contract law; beneficial for lending oversight and risk management .
- Public sector leadership: Long tenure in Virginia legislature; governance leadership as State Board of Education President, enhancing policy and oversight competence .
- Community banking experience: Prior chairmanship and board service at Grayson/Grayson National Bank, with extensive knowledge of banking regulations and local markets .
Equity Ownership
- Beneficial ownership totals, percentage of shares outstanding, and any pledging/hedging status for Jackson were not found in accessible proxy sections; the “Security Ownership of Certain Beneficial Owners and Management” table was not retrievable in the 2025 DEF 14A reviewed .
Governance Assessment
- Positives
- Independent Chairman; separation of Chair and CEO roles aligns with best-practice oversight, improving board independence and accountability .
- Board majority independent (12/15), including Jackson; reinforces objective oversight of management and compensation .
- Active Compensation Committee membership; committee met three times in FY 2024, suggesting ongoing engagement on pay policy and oversight .
- Concerns
- No designated Audit Committee Financial Expert; while the board believes current members have requisite understanding, the lack of a formally designated expert is a governance weakness for financial reporting oversight in a regulated industry .
- No standing Nominating Committee or separate charter; the full Board handles nominations, which can dilute accountability and formal process rigor at scale .
- Limited transparency on non-employee director compensation structure (cash vs equity mix) and individual director ownership alignment in the accessible sections; lack of disclosure complicates pay-for-performance and skin-in-the-game assessments .
- Related-Party/Conflict Review
- Independence determination explicitly includes Jackson; board disclosed certain relationships for other directors (e.g., Reece consulting post-merger; Anderson prior CEO role) and still concluded majority independence; no related-party transactions involving Jackson were disclosed .
- Investor Signaling
- 2024 election support for Jackson showed a clear majority “For” vote (2,800,586 For vs. 243,350 Withhold), indicating broad shareholder backing at that meeting .
RED FLAGS: Absence of an Audit Committee Financial Expert ; lack of a standing Nominating Committee ; incomplete visibility into director compensation and stock ownership in reviewed proxy sections .