Cory T. Newsom
About Cory T. Newsom
Cory T. Newsom (age 57) is President of South Plains Financial, Inc. (SPFI) and President & CEO of City Bank; he has served on SPFI’s board since 2008 and was designated the Company’s Principal Executive Officer beginning in Q4 2024. He holds a Bachelor of Business degree in management from Texas Tech University (1989) and has built a 40-year banking career across retail, operations, and executive leadership, with longstanding relationships in SPFI’s markets . 2024 performance context: Net income $49.717 million and diluted EPS $2.92; cumulative TSR value 180.15 in the pay-versus-performance table . Revenue trend: FY 2024 $48.072 million*, FY 2023 $75.817 million*, FY 2022 $76.145 million* (EBITDA not disclosed)*.
| Performance Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Net Income ($000s) | $58,240 | $62,745 | $49,717 |
| Diluted EPS ($) | 3.23 | 3.62 | 2.92 |
| Total Shareholder Return (Index, $100 base) | 162.27 | 174.28 | 180.15 |
| Revenues ($000s) | $76,145* | $75,817* | $48,072* |
Values with * retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| City Bank | Chief Operating Officer | 1993–2007 | Built operations foundation; progressed through retail/operations since 1984 |
| City Bank | President & CEO | 2008–present | Led credit/efficiency execution and asset quality focus |
| SPFI (Company) | SVP, EVP, COO | 2004–2019 | Scaling corporate functions pre/post IPO |
| SPFI (Company) | President | 2019–present | Company-wide leadership; designated PEO in 2024 |
| SPFI (Company) | Director | 2008–present | Long-tenured board service aligned with Bank leadership |
| City Bank | Director | 2002–present | Governance continuity at Bank |
External Roles
| Organization | Role | Status/Years | Notes |
|---|---|---|---|
| Independent Bankers Association of Texas (IBAT) | Director | Current | Industry leadership |
| Lubbock Children’s Home Foundation | Director | Current | Community engagement |
| Texas Boys Ranch Foundation | Director | Current | Community engagement |
| University Medical Center Foundation | Director | Current | Healthcare philanthropy |
| University Medical Center (Board of Managers) | Board member | Prior | Governance experience |
| Texas Dept. of Insurance | Managing general agent, general lines agent | Current | Insurance credentials |
Board Governance Overview
- Board service: SPFI Class II director; Director since 2008; term expires 2027 . Not independent due to executive officer status .
- Committees: Audit, Compensation, and Nominating & Corporate Governance committees consist entirely of independent directors; Newsom is not listed as a member on these committees .
- Board leadership: CEO/Chairman roles combined in Curtis C. Griffith; Lead Independent Director is Richard D. Campbell .
- Attendance: Board met 16 times in 2024; each director participated in at least 75% of board and committee meetings .
- Dual-role implications: As President/PEO and director, Newsom’s non-independence concentrates management influence; independent Lead Director and fully independent committees partially mitigate independence concerns .
Fixed Compensation
| Year | Base Salary ($) | Target Bonus (%) | Max Bonus (%) | Discretionary Add’l Bonus Opportunity (%) |
|---|---|---|---|---|
| 2024 | 630,000 | 50% | 75% | 25% |
| 2025 (effective Jan 1) | ≥720,000 | 50% | 75% | 25% (leadership/growth metrics) |
| 2024 Actual Cash Bonuses | Amount ($) | Notes |
|---|---|---|
| Performance-Based Annual Cash Bonus (NEIP) | 472,500 | 75% of salary (max achieved) |
| Discretionary/Individual Performance Bonus | 157,500 | Additional 25% opportunity (awarded) |
Perquisites (select 2024 items): unused sick/vacation $41,192; referral commissions $7,070; holiday gift as director $11,321 plus tax gross-up $3,644; vehicle expenses plus gross-up $10,855; 401(k) match $17,250 plus excess contributions paid in cash $14,250; group insurance premiums $1,768; home security and country club dues $22,726 .
Performance Compensation
Annual Cash Incentive Plan (FY 2024 structure and results)
| Metric | Level | Weight | Target | Actual | Variance Adj. | Total Factor | Outcome |
|---|---|---|---|---|---|---|---|
| Profitability (Net Income vs Plan) | SPFI | 50% | $42,206k | $49,717k | +18% | 104 | Contributed to max payout |
| Efficiency Ratio | Bank | 25% | 66.32% | 63.40% | +2% | 31 | Positive |
| Asset Quality (peer-relative) | Bank | 25% | 0.54% | 0.61% | 0% | 25 | Neutral |
| Subtotal | — | 100% | — | — | — | 160 (capped 150) | Max 75% payout (NEIP $472,500) |
| Discretionary Bonus | — | +25% opportunity | — | — | — | 50 | Awarded $157,500 |
Long-Term Equity Incentives (2019 Equity Incentive Plan)
- RSUs: Annual grant equal to $250,000 divided by grant-date share price; 1-year vest; full acceleration upon disability/death/CIC/Good Reason/termination for cause per contract .
- Options: Annual ISOs with grant-date fair value ≈35% of base salary; 4-year vest (25% at year 1, remainder monthly over 36 months); same acceleration terms as above .
2024 Grants (dated Jan 2, 2024)
| Award Type | # Shares | Exercise Price | Grant-Date Fair Value ($) | Vesting |
|---|---|---|---|---|
| RSUs | 8,526 | — | 249,982 | Vests Jan 1, 2025 |
| Stock Options | 19,857 | $29.32 | 220,492 | 25% Jan 1, 2025; balance monthly over 36 months |
2024 Equity Activity
| Action | Shares | Value ($) |
|---|---|---|
| Options exercised | 7,467 | 257,836 |
| RSUs vested | 9,081 | 262,986 |
Equity Ownership & Alignment
| Beneficial Ownership Detail (as of Mar 24, 2025) | Amount |
|---|---|
| Total beneficial shares | 501,995 |
| Ownership % of shares outstanding | 3.05% (out of 16,235,647 shares) |
| Options exercisable or vesting within 60 days | 216,137 shares |
| Nonvested restricted stock | 7,350 shares |
| Spousal holdings | 643 shares |
| Shares pledged as collateral (RED FLAG) | 145,500 shares |
- Hedging/Pledging Policy: Hedging is strongly discouraged and requires preclearance; pledging is discouraged and requires preclearance .
- Ownership guidelines: not disclosed in proxy.
- Alignment: Meaningful 3.05% stake supports pay-for-performance linkage, but pledging 145.5k shares introduces alignment risk and potential forced selling pressure in adverse scenarios .
Employment Terms
| Term | Key Provision |
|---|---|
| Agreement | Effective Mar 6, 2019; amended Dec 15, 2021 and Nov 5, 2024; initial 3-year term; auto-renews for additional 3-year terms unless 90-day non-renewal notice |
| Board service | Company and Bank boards will nominate Newsom for re-election each term |
| Cash comp | Base ≥$720,000 effective Jan 1, 2025 (2024 base $630,000); annual cash incentive target 50%, max 75%; additional performance-based cash bonus 25% |
| Equity | Annual RSUs $250,000 FV; annual options FV ≈35% of salary; RSUs 1-year vest; options 4-year vest (25% year 1, rest monthly) |
| Benefits | Country club dues paid; automobile; 401(k) lost contributions made up in cash per limits; standard non-compete, non-solicit, confidentiality |
| Severance (no CIC) | If terminated without cause, non-renewal, or Good Reason: 2x (base + target bonus); full vesting of equity/phantom at target; 24 months COBRA premiums grossed-up |
| Severance (with CIC) | Same triggers within 24 months post-CIC: 3x (base + target bonus); full vesting at target; 36 months COBRA premiums grossed-up |
| 280G treatment | Excise tax gross-up for first 5 years post-effective date; after 5 years, cut-back to avoid 4999 excise if better after-tax |
| Disability/Death | Disability: 2x (base + target bonus) minus disability insurance benefits; full equity vest; 24 months COBRA grossed-up. Death: full equity vest; earned but unpaid bonus |
Potential Payments (illustrative as of Dec 31, 2024)
| Scenario | Cash Severance ($) | Equity Acceleration ($) | COBRA ($) | Total ($) |
|---|---|---|---|---|
| Termination without cause / Good Reason | 1,890,000 | 525,220 | 90,522 | 2,505,742 |
| Disability | 1,890,000 | 525,220 | 90,522 | 2,505,742 |
| Death | — | 525,220 | — | 525,220 |
| CIC + Termination | 2,835,000 | 525,220 | 57,591 | 3,417,811 |
Deferred Compensation (Salary Continuation Plan)
- Lifetime annual benefit of $150,000 starting at age 58 or upon separation within two years of a change in control; 100% vested; balance at FY-end 2024 $2,005,936 . For CIC termination, plan actuarial present value is included in illustrative totals (see footnote methodology) .
- Forfeiture upon cause, certain covenant violations .
Related Party Transactions (Governance Risk)
- Purchases of office furniture/fixtures from 1st Class Solutions (majority-owned by Kim Newsom; Cory Newsom minority interest): ~$22,000 (2024) and ~$406,000 (2023). Approved by City Bank board with Newsom abstaining; Company states terms comparable to third-party .
- Ordinary banking relationships with insiders on market terms; no insider loans in problem categories as of proxy date .
- No family relationship between Cory T. Newsom and Mikella D. Newsom (Chief Risk Officer/Secretary) .
Compensation Committee Analysis
- Composition: Richard D. Campbell (Chair), Noe G. Valles, Kyle R. Wargo, LaDana R. Washburn; all independent and non-employee directors .
- Practices: Align pay with performance; caps on payouts; clawback policy adopted Oct 2, 2023 per SEC/Nasdaq rules; hedging discouraged; no option repricing without shareholder approval .
- Consultants: No independent compensation consultant retained in 2024; peer data used as a reference point alongside market factors and individual merits .
Financial Performance Context (most recent quarters)
| Metric | Q4 2024 | Q1 2025 | Q2 2025 | Q3 2025 |
|---|---|---|---|---|
| Revenues ($000s) | 13,319* | 10,625 | 12,165 | 11,165 |
| Net Income ($000s) | 16,497 | 12,294 | 14,605 | 16,318 |
| Diluted EPS (Continuing Ops) ($) | 0.959 | 0.720 | 0.860 | 0.960 |
Values with * retrieved from S&P Global.
Investment Implications
- Pay-for-performance alignment: Incentive design ties 75% of salary to objective profitability/efficiency/asset quality metrics and provides an additional 25% discretionary bonus; 2024 metrics achieved max payout, reflecting strong execution against budgeted net income and efficiency targets .
- Equity alignment and retention: Annual RSUs ($250k) with 1-year vest and annual ISOs (≈35% of salary) with 4-year vest create multi-year alignment and retention hooks; full acceleration on CIC and certain termination events increases change-of-control sensitivity .
- Ownership and selling pressure: 3.05% beneficial ownership is a material stake, but pledging of 145,500 shares is a red flag that can exacerbate downside risk via margin calls; 2024 option exercises and regular RSU vesting indicate ongoing liquidity events to monitor for trading signals .
- Contract economics and CIC leverage: Double-trigger CIC severance at 3x salary+target bonus plus COBRA gross-ups and full vesting imply meaningful economics in a sale, potentially aligning with shareholder value creation in M&A but increasing payout obligations .
- Related party transactions: Furniture purchases from an entity affiliated with Newsom and his spouse were board-approved with abstention; continued oversight and adherence to policy mitigates, but recurring RPTs warrant monitoring for governance optics .
- Committee governance: Fully independent committees and a Lead Independent Director mitigate dual-role independence concerns; absence of an external comp consultant in 2024 suggests internal calibration—acceptable given detailed metric frameworks and clawback adoption .
Values with * retrieved from S&P Global.