Audrey Duncan
About Audrey Duncan
Audrey A. Duncan, age 60, is Senior Executive Vice President and Chief Credit Officer of Third Coast Bancshares, Inc. (since Feb 2023) and of Third Coast Bank (since Jan 2021); she joined the Bank in June 2015, previously serving as EVP/Chief Credit Officer . She has 35+ years of banking and regulatory experience, including nine years as EVP/Chief Credit Officer and four years as SVP/Credit Officer at LegacyTexas Bank, and 11 years as a Senior/Commissioned Bank Examiner at the Federal Reserve Bank of Dallas; she holds a BBA in Finance from Texas Tech University . Company performance under her credit leadership includes FY2024 net income of $47.7M (+43% YoY), gross loans +9% to $3.97B, deposits +13.3% to $4.31B, and nonperforming loans at 0.70% of total loans; allowance for credit losses was 1.02% of loans as of 12/31/24 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Third Coast Bancshares, Inc. | Senior EVP & Chief Credit Officer | Feb 2023–present | Oversees Credit Administration; voting member of Directors’ Loan and Risk Management Committees . |
| Third Coast Bank | Senior EVP & Chief Credit Officer | Jan 2021–present | Chairs Officers’ Loan Committee and Special Assets Committee; responsible for loan loss reserve analysis and Credit Policy . |
| Third Coast Bank | EVP & Chief Credit Officer | Jun 2015–Jan 2021 | Built credit underwriting/monitoring and workout capabilities . |
| LegacyTexas Bank | EVP & Chief Credit Officer | ~9 years | Led enterprise credit risk; later Director of Credit Risk Management at a $6.5B institution . |
| LegacyTexas Bank | SVP & Credit Officer | ~4 years | Managed credit oversight and policy execution . |
| Federal Reserve Bank of Dallas | Senior & Commissioned Bank Examiner | 1989–2000 | Supervised safety and soundness examinations; regulatory rigor . |
External Roles
- No public company board seats or external directorships disclosed in TCBX proxy filings .
Fixed Compensation
| Metric | 2021 | 2022 |
|---|---|---|
| Base Salary ($) | $268,745 | $320,415 |
| Annual Bonus ($) | $100,000 | $125,000 |
| Stock Awards (Grant-date fair value, $) | $108,000 | $49,400 |
| Option Awards (Grant-date fair value, $) | $2,194 | — |
| All Other Compensation ($) | $147,968 | $157,146 |
| Total ($) | $626,907 | $651,961 |
Note: Annual bonuses were discretionary based on overall company and individual performance; TCBX, as an emerging growth company, provides reduced compensation disclosures and does not detail target bonus percentages for Ms. Duncan .
Performance Compensation
Equity Incentives and Vesting
| Award | 2023 | 2024 | 2025 | 2026 | 2027 |
|---|---|---|---|---|---|
| Restricted Stock (3,000 shares, 2-year schedule starting Nov 8, 2023) | 1,500 shares vest on Nov 8, 2023 | 1,500 shares vest on Nov 8, 2024 | — | — | — |
| Restricted Stock (1,500 shares, 3-year schedule starting Feb 1, 2024) | — | 500 shares vest on Feb 1, 2024 | 500 shares vest on Feb 1, 2025 | 500 shares vest on Feb 1, 2026 | — |
| Options | Strike | Expiration | Status/Notes |
|---|---|---|---|
| 5,000 options | $11.00 | Jun 15, 2025 | Exercisable as of 12/31/22 . |
| 10,000 options | $13.00 | Feb 2, 2027 | Exercisable as of 12/31/22 . |
| 1,000 options (200 exercisable/800 unexercisable at grant) | $16.43 | Jan 1, 2031 | Granted with staged vesting per plan . |
Equity plan considerations: TCBX 2019 Omnibus Incentive Plan allows performance-conditioned awards, but Ms. Duncan’s disclosed awards were time-based; performance metrics and weightings for bonus/equity were not specified for her (bonuses described as discretionary) .
Equity Ownership & Alignment
| Component | Amount |
|---|---|
| Total beneficial ownership (shares) | 26,065 (less than 1%) |
| Common shares held directly | 4,000 |
| Options (outstanding) | 15,400 shares purchasable |
| Restricted stock (unvested) | 3,000 (2-year grant starting 11/8/23) |
| Restricted stock (unvested) | 1,500 (3-year grant starting 2/1/24) |
| ESOP shares allocated | 2,165 |
- Hedging is prohibited; short sales barred; pledging limited to pre‑approved exceptions with demonstrated ability to repay without resorting to pledged securities (alignment positive) .
- Stock ownership guidelines for executives were not disclosed; compliance status not provided in proxies .
Employment Terms
| Term | Detail |
|---|---|
| Employment agreements | Executed June 2020 with the Bank; initial 3‑year term; automatic one‑year renewals unless notice at least 90 days prior; role: Chief Credit Officer . |
| Base salary in agreement | $255,000 (subject to annual review/increases; no decreases) . |
| Non‑compete | During employment and for one year post‑termination . |
| Non‑solicit | During employment and for one year post‑termination . |
| Severance (no cause / good reason) | 100% of annual base salary paid over one year; plus average bonus (last 3 full years or target bonus if insufficient history); 12 months COBRA reimbursement; one‑year acceleration of outstanding equity vesting . |
| Death/Disability | Lump sum 100% of base salary; lump sum average bonus; one‑year acceleration of equity . |
| Change‑of‑control (double trigger within 6 months before / 12 months after) | Lump sum of any earned/unpaid bonus and 1.0× (base salary + average bonus, or target bonus if <1 year); 12 months COBRA reimbursement; immediate vesting of equity per plan . |
| Salary Continuation Agreement (SERP‑like) | Annual benefit $125,258 for 10 years starting at age 62; lump-sum payout based on accrual vesting if early termination; 100% of accrual upon Disability or Change in Control; accrued balance as of 12/31/22: $358,043 . |
Investment Implications
- Alignment: Prohibitions on hedging and strict pledging limits reduce misalignment risk; equity mix includes time-based RS with near-term vest tranches (Nov 2024 and Feb 2024–26), creating natural holding incentives but also periodic liquidity windows that can produce modest selling pressure around vest dates .
- Retention risk: Contract features offer severance, COBRA, and a salary continuation benefit; change‑of‑control economics (1.0× vs. CEO’s 2.99×) suggest lower golden parachute inflation and moderate retention risk; non‑compete/non‑solicit for one year adds stickiness .
- Execution track record: Under her credit oversight, FY2024 asset quality remained controlled (NPLs 0.70% of loans; ACL 1.02%), while the bank grew loans and deposits double‑digit—supportive of confidence in credit risk management through the cycle .
- Trading signals: Watch typical vesting dates (Feb 1 annually through 2026) and year‑end equity grant cycles (historically around mid‑March) for potential incremental supply; absent pledging/hedging and with modest individual ownership (<1%), insider-driven supply risk appears limited .