Joshua Snively
SouthState BankAbout Joshua A. Snively
Independent director since 2020; age 60. President, ADM Global Citrus Platform and President, Florida Chemical Company, LLC; prior roles in commercial banking and agribusiness finance. BS in Finance and Citrus Management from Florida Southern College . Affirmed independent under NYSE listing standards as of February 20, 2025 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| ADM Global Citrus Platform | President | 2019–present | Leads global sales/procurement strategy; provides insight into global economic activity and risk management . |
| Florida Chemical Company, LLC | President | 2019–present | Transformed business from family-run to professionalized operation; governance experience . |
| Flotek Industries (Florida Chemical subsidiary pre-2019) | EVP Operations; President of Florida Chemical Company, Inc. | Pre-2019 | Operational leadership; integration execution . |
| SunTrust Bank | VP, Commercial Banking (Florida) | 1990s | Commercial finance experience . |
| Farm Credit of Central Florida | Commercial Lender | 1990s | Agribusiness lending expertise . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| CenterState Bank Corporation | Director | 2012–2020 | Prior public company directorship before CenterState–SouthState merger . |
Board Governance
- Committee assignments: Compensation Committee Chair; Audit Committee member .
- Board/committee activity: Board met 10 times in 2024; Audit met 14; Compensation met 6; Risk met 8; Governance & Nominating met 5 . Overall director attendance was 95% in 2024; independent directors held seven executive sessions led by the Independent Board Chair .
- Independence: Board determined Snively and all committee members are independent; Audit, Compensation, Governance & Nominating, and Risk committees entirely independent .
- Education: At least six hours annual director education required; all directors satisfied and exceeded 2024 training requirements .
- Board leadership: Independent Board Chair (Douglas J. Hertz) separates CEO/Chair roles and leads executive sessions .
Fixed Compensation
| Component | Amount | Details |
|---|---|---|
| Fees earned in cash (2024) | $115,000 | Includes Board retainer and committee chair/member fees; directors may elect equity in lieu of cash . |
| Equity awards (RSUs; 2024) | $103,557.46 | Annual director equity retainer; RSUs granted May 1, 2024, vested Nov 1, 2024; no unvested stock awards outstanding at 12/31/2024 . |
| Total 2024 Director Compensation | $218,557.46 | Some amounts deferred under the Nonemployee Directors Deferred Income Plan (as indicated for certain directors) . |
| Program parameters (2024) | Cash: $75,000 Board retainer; Audit Chair $20,000; other committee chairs $15,000; Audit member $15,000; other committee members $10,000 | Equity retainer: $85,000 RSUs vesting six months post-grant; COI acceleration upon change of control . |
| Program changes (2025) | Cash Board retainer increased to $80,000; Equity retainer increased to $100,000 RSUs (vest six months) | CEO does not receive director fees/equity . |
Performance Compensation
| Element | Metric | Weight | Mechanics |
|---|---|---|---|
| Director equity retainer | None (time-based RSUs) | N/A | Annual RSUs vest 6 months after grant; accelerate on change-of-control; forfeiture upon service termination (other than death) . |
No performance-based metrics are used for director compensation; RSU grants are time-based, not performance-conditioned .
Other Directorships & Interlocks
| Company | Relationship | Potential Interlock/Conflict |
|---|---|---|
| ADM / Florida Chemical | Executive roles | No related-party transactions disclosed involving Snively; Bank provides ordinary-course products/services to directors or affiliates with fees below NYSE independence thresholds . |
| CenterState Bank Corporation | Former Director | Historical directorship pre-merger; no current interlocks noted . |
Expertise & Qualifications
- Commercial finance and agribusiness: SunTrust and Farm Credit background; global procurement and sales leadership at ADM/Florida Chemical .
- Governance and operational transformation: Led professionalization of a family-owned business, bringing board governance experience .
- Education: BS in Finance and Citrus Management (Florida Southern College) .
Equity Ownership
| Holder | Common Stock Beneficially Owned | % of Class | Other Stock Units Outstanding | Notes |
|---|---|---|---|---|
| Joshua A. Snively | 11,686 shares | <1% | None | 9,541 shares owned individually; 2,145 shares owned jointly with spouse . |
| Director ownership policy | 5x annual cash retainer within 5 years | N/A | Hedging/pledging prohibited | All directors met or were on track by end of 2024 . |
Governance Assessment
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Strengths
- Independent director; chairs Compensation and serves on Audit, positioning him at the center of pay governance and financial oversight .
- Robust committee cadence and board engagement (10 board meetings; 95% attendance; seven independent executive sessions) supports effective oversight .
- Compensation Committee engages independent consultant (FW Cook) and affirmed no conflicts; maintains clawback/recoupment policies and strong hedging/pledging prohibitions—high governance quality signals .
- Say-on-Pay support of 86.4% in 2024 indicates investor alignment with pay practices overseen by his committee .
- Meaningful share ownership with anti-hedging/anti-pledging, and director ownership guidelines enhancing alignment .
-
Watch items / potential conflicts
- Ordinary-course banking relationships for directors and affiliates exist; Board affirmed independence and thresholds below NYSE limits—no material conflicts disclosed for Snively, but continued monitoring is prudent given executive roles at ADM/Florida Chemical .
- No individual director attendance disclosure; overall attendance is strong, but tracking committee-level participation remains relevant for ongoing assessment .
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Implications for investors
- Snively’s dual role (Compensation Chair; Audit member) and industry/commercial finance background likely strengthen pay-for-performance discipline and financial reporting oversight .
- Governance structures (independent chair; independent committees; clawbacks; ownership rules) reduce agency risk and support investor confidence during post-merger integration and scale-up .