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Richard D. Campbell

Lead Independent Director at SOUTH PLAINS FINANCIAL
Board

About Richard D. Campbell

Richard “Danny” Campbell, age 67, is South Plains Financial’s Lead Independent Director and has served on the boards of both SPFI and City Bank since 2011. He holds a B.S. in petroleum engineering from Louisiana State University (1980) and is recognized as an audit committee financial expert by the board. His background spans energy lending, family office investing, and community banking, including executive roles at Henry Resources and prior banking leadership in the Permian Basin. He is classified as an independent director under Nasdaq rules.

Past Roles

OrganizationRoleTenureCommittees/Impact
Community National Bank (Midland, TX)Executive Vice President; Board Director2002–2007Energy lending oversight; board governance experience
Chase Bank (Permian Basin)Executive Vice President1998–2000Energy advisor experience; risk and credit oversight

External Roles

OrganizationRoleTenureNotes
Henry Resources LLCCo-ManagerCurrentFormer President; energy operations and lending expertise
Henry TAW LPPresident & CEOCurrentRepresents Henry family office interests
The Henry Companies Control TrustBoard Member; Head of Investment TeamCurrentHenry family office governance and investment leadership
Wayland Baptist UniversityTrusteePrior serviceNon-profit governance
Permian Basin Petroleum AssociationBoard of DirectorsPrior serviceIndustry association governance
Midland Petroleum ClubBoard of DirectorsPrior serviceCommunity leadership
Mabee FoundationBoard of DirectorsPrior servicePhilanthropic governance

Board Governance

  • Independence: Board affirmatively determined Campbell is independent under Nasdaq and SEC rules. He serves as Lead Independent Director.
  • Committees and roles: Member, Audit Committee (audit committee financial expert); Chair, Compensation Committee; Chair, Nominating & Corporate Governance Committee.
  • Meeting cadence and attendance: Board met 16 times in 2024; each director participated in at least 75% of aggregate board and committee meetings, and all directors attended the 2024 annual meeting. Executive sessions of independent directors occur at least twice annually, chaired by the Lead Independent Director.
CommitteeRole2024 MeetingsNotes
Audit CommitteeMember; Audit Committee Financial Expert10Financial reporting, internal controls, risk oversight
Compensation CommitteeChair5Executive and director pay oversight; plan administration
Nominating & Corporate Governance CommitteeChair1Board composition, nominations, governance policies
Board LeadershipLead Independent Directorn/aCalls and chairs independent director sessions; chairs full board meetings when Chairman absent

Fixed Compensation (Director)

YearCash Fees (USD)Stock Awards (USD)Other Compensation (USD)Options (USD)Total (USD)
2024$98,500 $24,975 $14,614 (includes holiday gift tax gross-up of $3,215) $— $138,089
  • Mix: Cash ≈ 71.3%, Equity ≈ 18.1%, Other ≈ 10.6% (calculated from above values).

Performance Compensation

  • No performance-based compensation for non-employee directors disclosed; equity appears to be time-based stock awards under the 2019 Equity Incentive Plan.

Other Directorships & Interlocks

CategoryDetail
Public company directorshipsNone disclosed
Private/Non-profit boardsWayland Baptist University; Permian Basin Petroleum Association; Midland Petroleum Club; Mabee Foundation
Potential interlocks/conflictsBoard Representation Agreement entitles Henry family to nominate a board representative while holding ≥5% of shares; Campbell serves as that representative.

Expertise & Qualifications

  • Energy sector and lending expertise; family office investment leadership; prior bank executive and board experience; audit committee financial expert designation.
  • Education: B.S., Petroleum Engineering, LSU (1980).

Equity Ownership

Holder/CapacityShares% OutstandingNotes
Richard D. Campbell (individual)9,064 Direct individual holdings
Racham Investment Group LLC40,000 Campbell is a member
Henry TAW LP1,589,386 9.79% Subject to voting agreement and irrevocable proxy; Campbell exercises voting authority; shares pledged to J.P. Morgan Chase
Total beneficially owned (Campbell)1,638,450 10.09% Aggregates individual, Racham LLC, and Henry TAW LP interests

RED FLAG: 1,589,386 shares of Henry TAW LP pledged to J.P. Morgan Chase; Campbell exercises voting authority via voting agreement/proxy, concentrating influence and introducing pledge risk.

Governance Assessment

  • Strengths:
    • Independent director serving as Lead Independent Director with active committee leadership (Compensation and Nominating Chairs) and audit expertise, supporting board effectiveness and oversight.
    • Documented board and committee activity in 2024 (Board 16 meetings; Audit 10; Compensation 5; NCG 1) and at least 75% attendance across directors; full annual meeting attendance.
  • Alignment and incentives:
    • Director pay primarily cash with modest equity component; no options and no performance-based pay, limiting pay-for-performance concerns but also reducing explicit performance linkage.
  • Conflicts and related-party exposure:
    • Board Representation Agreement ensures Henry family board seat while ≥5% ownership; Campbell is the designated representative, and he holds voting authority over Henry TAW LP shares under irrevocable proxy.
    • Significant share pledge at Henry TAW LP (1,589,386 shares) raises potential forced-sale/financing risk; monitor for pledge increases or margin call sensitivity.
    • Historical related transactions include $250,000 exchange of subordinated debt by Campbell and spouse on market terms alongside other qualified investors.
  • Overall view:
    • Campbell’s governance profile blends independence and deep risk/credit expertise with meaningful shareholder influence via Henry TAW LP. Executive-session leadership and audit expertise are positives, while pledge and proxy-voting arrangement merit ongoing monitoring by investors.