Greg Bonnen
About Greg Bonnen
Greg Bonnen, 58, is a Class C director nominee for Third Coast Bancshares, Inc. (TCBX), an advisory director of the Company since 2023, and a director of Third Coast Bank since 2020. He is a neurosurgeon, Texas A&M graduate, and UTMB-trained physician who founded the Texas Brain and Spine Center; he has chaired Houston Physician’s Hospital since 2006 and has served in the Texas House of Representatives since 2013, chairing the Appropriations Committee since 2021 . The Board has determined he is not independent under Nasdaq/SEC rules; he is the brother of TCBX director Dennis Bonnen, a disclosed related-family relationship .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| UTMB (University of Texas Medical Branch) | Assistant Professor in Neurosurgery | Not disclosed | Academic/clinical leadership |
| Texas Brain and Spine Center | Founder | Not disclosed | Physician leadership; practice founder |
| Houston Physician’s Hospital | Co‑founder; Chairman of the Board | Co-founded 2003; Chairman since 2006 | Hospital governance and oversight; >300 employees |
| Medical Strategic Network | President, Board of Directors | Not disclosed | Faith‑based healthcare coalition leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Texas House of Representatives | State Representative | Since 2013 | Chairman, Appropriations Committee (since 2021) |
| Church/charitable missions | Physician volunteer | Not disclosed | Missions in Haiti, Cuba, Mexico, Philippines |
Board Governance
- Board/committee structure: TCBX has Audit, Compensation, Corporate Governance & Nominating committees; listed 2024 members exclude Greg Bonnen at the Company level .
- Independence: Not independent (Board determined exceptions: Dennis Bonnen, Greg Bonnen, Bart Caraway) .
- Family relationship: Dennis Bonnen (Company director) is Greg’s brother .
- Attendance: Board met 12 times in 2024; each director attended ≥75% of board and applicable committee meetings. Nine directors attended the 2024 annual meeting .
- Board leadership: CEO Bart Caraway serves as Chair; Lead Independent Director is Dr. Martin Basaldua .
Fixed Compensation
- Director compensation structure (Company-level, 2024):
- Cash fees: $333 per Company board meeting; $333 per Bank board meeting; $333 per TCCC board meeting .
- Quarterly stipends: $5,000 (Company directors); $5,000 (Bank non‑executive directors) .
- Committee fees (per meeting; Chair quarterly stipend): Executive Committee ($—/$—), Directors’ Loan ($300/$1,000), Audit ($400/$1,375), ALCO ($300/$938), Compensation ($250/$1,375), Director IT ($300/$750), Corporate Governance & Nominating ($300/$1,375), Risk ($300/$750) .
- 2024 Company director grants: Each non‑executive Company director, other than Tony Scavuzzo, received restricted stock valued at $19,981 .
- Note: Greg Bonnen was an advisory director to the Company in 2024 and is a 2025 Class C director nominee; Company‑level committee memberships and Company director compensation for him are not disclosed for 2024 .
Performance Compensation
| Grant Type | Grant Date | Shares/Units | Vesting | Fair Value |
|---|---|---|---|---|
| Restricted Stock | Not disclosed (unvested balance reported) | 962 | Vests in full on May 30, 2025 | Not disclosed |
| Restricted Stock (Award) | 2025-05-28 | 645 | Not disclosed | $0 price (Form 4 award) |
| Stock Option (right to buy) | Referenced in Form 3 (reported 2025-05-30) | 3,000 | Not disclosed | $16.43 strike (transaction date tagged 2023-01-01) |
- Performance metrics: No director‑specific performance metrics tied to equity grants were disclosed; director grants are time‑based restricted stock per the director compensation section .
Other Directorships & Interlocks
| Organization | Public Company? | Role | Notes |
|---|---|---|---|
| Houston Physician’s Hospital | No (not disclosed as public) | Chairman | Healthcare governance since 2006 |
| Medical Strategic Network | No | Board President | Not-for-profit/faith-based coalition |
| Texas House of Representatives | N/A | Representative; Appropriations Chair | Public office; not a corporate board |
- No other public company directorships or disclosed interlocks were reported for Greg Bonnen .
Expertise & Qualifications
- Medical and hospital governance; founder/operator experience; community leadership .
- Legislative budgeting oversight (Appropriations Chair), potentially relevant to policy/regulatory insight .
- Not designated as an “audit committee financial expert” (Audit Committee financial expert is Carolyn Bailey) .
Equity Ownership
| Category | Shares | Details |
|---|---|---|
| Total beneficial ownership | 150,744 | 1.1% of outstanding shares (13,825,286) |
| Direct common | 2,632 | Directly held |
| Indirect common | 144,150 | Held via Bonnen Investment LLP; shared voting/investment control |
| Options (exercisable ≤60 days) | 3,000 | Stock option (right to buy); strike not in proxy footnote; Form 3 reports $16.43 |
| Unvested restricted stock | 962 | Vests May 30, 2025 |
| Hedging/Pledging | — | Company prohibits hedging and short sales; pledging only via pre‑approved exceptions |
Recent insider filings (ownership updates):
| Filing Date | Transaction Date | Type | Shares | Price | Post‑Txn Ownership | Source |
|---|---|---|---|---|---|---|
| 2025‑05‑30 | 2025‑05‑28 | Award (Restricted Stock) | 645 | $0.00 | 4,871 (direct) | |
| 2025‑05‑30 | 2025‑05‑22 | Form 3 (Indirect) | — | — | 144,150 (indirect) | |
| 2025‑05‑30 | 2025‑05‑22 | Form 3 (Direct) | — | — | 4,226 (direct) | |
| 2025‑05‑30 | 2023‑01‑01 | Form 3 (Stock Option) | 3,000 | $16.43 | — |
Governance Assessment
- Strengths: Significant governance experience chairing a hospital and leading a medical practice; legislative budgeting expertise (Appropriations Chair) may enhance oversight of risk and capital planning . Board has codified related‑party review, hedging prohibition, and pledging restrictions; Lead Independent Director structure in place .
- Risks/RED FLAGS:
- Independence: Board explicitly classifies Greg Bonnen as not independent; combined with disclosed sibling relationship on the board (Dennis Bonnen) adds perceived entrenchment/conflict risk .
- Committee roles: No Company‑level committee assignments are disclosed for Greg; reduced direct influence on Audit/Compensation/Nominating controls vs. independent peers .
- Dual public office: Service as a sitting legislator (Appropriations Chair) introduces potential conflict perception or time‑commitment questions, although no specific related‑party transactions tied to Greg are disclosed; the Company maintains related‑party approval processes .
- Attendance/engagement: Board‑wide attendance in 2024 met ≥75% thresholds; nine directors attended the 2024 annual meeting; individual attendance for Greg at Company‑level not disclosed for 2024 .
- Director pay alignment: Company directors receive modest cash stipends/meeting fees and time‑based restricted stock; Greg’s unvested RS (962 shares) vests May 30, 2025; recent award of 645 RS shares was reported in 2025 filings; no performance conditions disclosed for director equity .
Appendices
Director Compensation (Company‑level 2024, for context)
| Component | Amount |
|---|---|
| Company Board Meeting Fee | $333 per meeting |
| Bank Board Meeting Fee | $333 per meeting |
| TCCC Board Meeting Fee | $333 per meeting |
| Company Quarterly Stipend | $5,000 |
| Bank Quarterly Stipend (non‑exec directors) | $5,000 |
| Committee Fees (per meeting; Chair quarterly) | See table above |
| Annual Director RS Grant (most non‑exec directors) | $19,981 value |
Shareholder Voting Context (most recent disclosed)
- 2024 AGM results: Class B director elections and auditor ratification; strong support across proposals; say‑on‑pay not presented (consistent with EGC status and reduced disclosure) .