Curtis C. Griffith
About Curtis C. Griffith
Curtis C. Griffith is Chairman and Chief Executive Officer of South Plains Financial, Inc. and Chairman of City Bank. Age 72 as of 12/31/2024; he has served as CEO and Chairman since 1993 and has been associated with the Bank and predecessors since 1972. He holds degrees in agricultural economics (1973) and law (1977) from Texas Tech University and is a member of the State Bar of Texas . Recent performance context: over 2022–2024, SPFI reported Net Income of $58.2m, $62.7m, and $49.7m; Diluted EPS of $3.23, $3.62, and $2.92; and cumulative TSR index values of 162.27, 174.28, and 180.15, respectively .
| Performance Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Net Income ($000s) | 58,240 | 62,745 | 49,717 |
| Diluted EPS ($) | 3.23 | 3.62 | 2.92 |
| TSR Index (Start=100) | 162.27 | 174.28 | 180.15 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| South Plains Financial, Inc. | Chairman & CEO | 1993–present | Led strategy and governance since IPO era; dual Chair/CEO facilitates rapid info flow to board . |
| City Bank (subsidiary) | Chairman of the Board | 1993–present | Oversight of bank operations and strategy . |
| First State Bank of Morton (predecessor) | Director | Since 1972 | Early governance experience at predecessor institution . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| State Bar of Texas | Member | N/A | Legal expertise complements governance and regulatory oversight . |
| National/Plains Cotton, TX Cotton Ginners & Independent Ginners Assns. | Member | N/A | Agriculture industry relationships in key SPFI markets . |
| IBAT (Independent Bankers Assoc. of Texas) | Former Director; Legislative & PAC Committees | N/A | Policy engagement; industry advocacy . |
| Various civic/academic boards (LED A, UMC, TTU Foundation, Lubbock Symphony, TTU Cotton Economics Advisory) | Director/Trustee | N/A | Community ties, brand and network value . |
| Agriculture Heritage Museum; Texas Tech Research Park, Inc. | Director/Officer; Director | N/A | Regional innovation and outreach . |
Fixed Compensation
- Structure: Base salary targeted at top of competitive market; reviewed annually based on performance and responsibilities .
- 2025 minimum base salary set at $425,000 per employment agreement amendment (effective Jan 1, 2025) .
| Component | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 400,000 | 400,000 | 400,000 |
| Perqs/Other ($) | 149,837 (incl. vehicle, 401k match, insurance) | 88,333 | 92,261 (incl. vehicle + tax gross-up; holiday gift + gross-up; 401k; insurance) |
Notes: For 2024, perquisites include vehicle expenses and tax gross-ups, holiday gift tax gross-up, 401(k) match/excess contributions, and group insurance premiums .
Performance Compensation
- Annual cash incentive: Target 50% of salary; max 100% of salary. Metrics and weightings for 2024: Net Income vs plan (20%), Bank efficiency ratio (20%), Bank asset quality (20%), and Individual performance (40%) .
- Actual 2024 payout: $400,000 total cash incentive (Non-Equity Incentive $240,000 + Bonus $160,000), reflecting a “Total Factor” capped at 200% .
| Metric (2024) | Weight | Target | Actual | Payout/Factor |
|---|---|---|---|---|
| Profitability (SPFI Net Income) | 20% | $42,206k | $49,717k | 74 (variance-adjusted) |
| Efficiency (Bank) | 20% | 66.32% | 63.40% | 26 |
| Asset Quality (Bank) | 20% | 0.54% | 0.61% | 20 |
| Subtotal | 60% | — | — | 121 |
| Individual Performance | 40% | — | — | 80 |
| Total Factor | 100% | — | — | 200 (cap) |
| Cash Incentive Paid ($) | — | — | — | 400,000 |
- Long-term equity program (2019 Plan): time-based RSUs and stock options to align with shareholders; awards generally vest over time to support retention .
| Equity Grants (2024) | Quantity | Terms | Grant FV ($) |
|---|---|---|---|
| RSUs (1/2/2024) | 4,263 | RSUs vest 1/1/2025 | 124,991 |
| Options (1/2/2024) | 12,608 | Strike $29.32; 25% vests 1/1/2025; remainder vests monthly over next 36 months | 139,999 |
- Vesting/realization (2024): 2,489 options exercised ($85,945 value), and 4,540 RSUs vested ($131,478) .
Equity Ownership & Alignment
- Beneficial ownership: 973,396 shares (5.96% of shares outstanding as of 3/24/2025; 16,235,647 shares outstanding) .
- Skin-in-the-game detail: Includes 453,565 directly held; trustee over multiple family trusts (64,000 + four trusts of 87,000 each); 104,156 options vested/vesting within 60 days; 3,675 nonvested RSUs .
- Pledging: 350,000 shares are pledged as collateral for personal loans (RED FLAG) .
- Insider trading policy: Prohibits margin accounts and strongly discourages pledging; any pledging requires preclearance; hedging discouraged and requires preclearance .
- Company repurchased shares directly from Mr. Griffith: 210,188 shares in 2023 for ~$5.58m; 40,000 shares in 2024 for $1.0m (board-approved with Mr. Griffith recused) .
| Ownership Breakdown (as of 3/24/2025) | Amount |
|---|---|
| Beneficially owned shares | 973,396 (5.96%) |
| Directly held | 453,565 |
| Options exercisable/within 60 days | 104,156 |
| RSUs nonvested | 3,675 |
| Trust holdings where trustee | 64,000 + 87,000 + 87,000 + 87,000 + 87,000 |
| Shares pledged (collateral) | 350,000 |
- Outstanding awards at 12/31/2024 (selected): RSUs 4,263 unvested (vest 1/1/2025). Options with various strikes and schedules, including 12,608 options from 2024 grant unexercisable pending vest; multiple legacy grants fully exercisable .
Employment Terms
- Agreement: Employment agreement dated Dec 18, 2019, amended Dec 15, 2021 and Nov 6, 2024; 3-year term with automatic 3-year renewals unless 90-day non-renewal notice .
- 2025 Base Salary Minimum: $425,000 .
- Annual Cash Incentive: Target 50% of base; max 100% .
- Annual RSU Award: $125,000 grant-value each January; 1-year vest .
- Annual Option Award: Grant-date fair value ≈ 35% of base; 4-year schedule (25% at 1-year, remainder monthly over 36 months) .
- Single-/Double-trigger: Initial option grants vest in full upon the earlier of disability, death, immediately prior to a change in control, termination for good reason, or termination by the Company for cause (single-trigger acceleration at CIC noted for initial grants) .
- Severance (no cause / good reason): 2x (base + target bonus) cash; full equity vesting (performance at target); 24 months COBRA premiums grossed-up; similar economics upon disability; death triggers full equity vesting and earned bonus .
- CIC + qualifying termination (double-trigger): 3x (base + target bonus) cash; full equity vesting (performance at target); 36 months COBRA premiums grossed-up .
- 280G Treatment: Cutback to avoid excise tax if better after-tax for Mr. Griffith (no ongoing gross-up) .
- Perquisites: Two automobiles; 401(k) top-heavy make-whole if applicable; standard non-compete, non-solicit, confidentiality .
- Clawback: Company-wide incentive recoupment policy effective Oct 2, 2023 (SEC Rule 10D-1; Nasdaq 5608) .
| Potential Payouts (12/31/2024 scenario) | Cash Severance ($) | Equity Acceleration ($) | COBRA ($) | Total ($) |
|---|---|---|---|---|
| Termination w/o cause or for good reason | 1,200,000 | 292,665 | 57,591 | 1,550,256 |
| Disability | 1,200,000 | 292,665 | 57,591 | 1,550,256 |
| Death | — | 292,665 | — | 292,665 |
| CIC only | — | 292,665 | — | 292,665 |
| CIC + qualifying termination | 1,800,000 | 292,665 | 86,386 | 2,179,051 |
Board Governance
- Roles: Chairman of the Board (Company and Bank) and CEO; board size 6, staggered in 3 classes .
- Independence: Board affirms Mr. Griffith is not independent (executive officer); independent directors include Campbell (Lead Independent), Valles, Wargo, Washburn .
- Committees: Independent directors only; Audit (Chair Wargo), Compensation (Chair Campbell), Nominating & Governance (Chair Campbell). Mr. Griffith is not a member of these committees .
- Lead Independent Director: Richard D. Campbell; empowers executive sessions at least twice annually and chairs meetings when Chair is absent .
- Attendance: The board met 16 times in 2024; each director attended at least 75% of board and committee meetings where they served .
Compensation Structure Analysis
- Mix: Balanced cash and equity; 2024 compensation included base ($400k), performance cash ($240k non-equity incentive + $160k bonus tied to individual performance), and equity (RSUs $124,991, options $139,999) .
- Metric rigor: 2024 outcomes exceeded plan on Net Income and efficiency; asset quality slightly missed target, yet total factor capped at 200%, indicating structured caps on payouts .
- Equity risk posture: Continued use of stock options (higher performance leverage) plus 1-year RSU grants; vesting schedules promote retention and rolling maturities .
- Governance protections: Clawback adopted; hedging prohibited; pledging discouraged and requires preclearance—however, Mr. Griffith has 350k shares pledged (alignment risk) .
- Peer benchmarking: Committee reviews peer data but treats it as one input; no consultant retained in 2024 .
Related Party Transactions (Governance Red Flags/Context)
- Share repurchases from Mr. Griffith: Company repurchased 210,188 shares in 2023 (~$5.58m) and 40,000 shares in 2024 ($1.0m) via private transactions (board-approved, Mr. Griffith recused) .
- Policy safeguards: Related party transactions reviewed under a formal policy and regulatory frameworks (Reg O, 23A/B, Nasdaq/SEC) .
Director Service and Compensation (as a Director)
- Mr. Griffith is a management director; non-employee director fees/stock grants do not apply to him. As part of “All Other Compensation,” he received a holiday gift in respect of service as a director with associated tax gross-up as disclosed in 2024 .
- 2024 non-employee director compensation levels (for context): Cash fees ~$81k–$98.5k; stock awards ~$24,975 (grant-date value) .
Say-on-Pay & Shareholder Feedback
- 2025 AGM includes Say-on-Pay and Say-on-Frequency; board recommends annual (1-year) frequency .
- Historical approval percentages not disclosed in the 2025 proxy excerpts; results to be filed via Form 8-K after the meeting .
Risk Indicators & Red Flags
- Pledging: 350,000 shares pledged by Mr. Griffith (alignment risk in stress scenarios) ; policy discourages pledging but allows with preclearance .
- Single-trigger acceleration: Initial option grants vest immediately prior to a change in control (potentially shareholder-unfriendly vs purely double-trigger) .
- Perquisite tax gross-ups: Present for certain items (e.g., holiday gift, vehicle) in 2024 .
- Related party stock repurchases from CEO: Significant in 2023–2024; board controls and recusals disclosed .
- Clawback policy in place, hedging prohibited, and compliance processes outlined .
Expertise & Qualifications
- Education: B.S. Agricultural Economics (1973); J.D. (1977), Texas Tech University .
- Professional: State Bar of Texas; decades of banking leadership; extensive community and industry roles .
Equity Award Vesting Calendar (Near-term)
- RSUs: 4,263 vest on 1/1/2025 .
- Options: 2024 grant vests 25% on 1/1/2025; remainder monthly over 36 months; additional legacy option schedules span 2025–2027 tranches .
- Realizations in 2024: 2,489 options exercised; 4,540 RSUs vested .
Investment Implications
- Alignment/motivation: High variable pay tied to profitability and efficiency; continued option usage adds upside leverage. However, single-trigger acceleration on initial grants and sizeable share pledging by the CEO introduce governance and downside risk considerations .
- Overhang/flow watch: Near-term RSU and monthly option vests could create incremental selling pressure; historically, company repurchased meaningful shares directly from Mr. Griffith in 2023–2024, which supported liquidity but is a related party optic to monitor .
- Retention/security: Robust double-trigger CIC severance (3x cash plus benefits) and full equity vesting on qualifying events reduce transition risk; clawback and no-hedging policy mitigate misconduct risk .
- Governance: Dual Chair/CEO mitigated by a strong Lead Independent Director and fully independent key committees; board met 16 times with solid attendance, supporting oversight quality .