Richard Puckett
TRUSTMARKAbout Richard H. Puckett
Richard H. Puckett (age 70) has been a director of Trustmark since 1995 and the Board’s Lead Independent Director since 2020. He currently chairs the Executive Committee and the Nominating & Governance Committee, and serves on the Human Resources Committee. Professionally, he is Chairman and CEO of Puckett Machinery Company, a heavy equipment distribution and rental business operating in Mississippi and eastern Louisiana. He is an independent director under Nasdaq rules and a member of the National Association of Corporate Directors.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Trustmark National Bank (Bank Board, prior structure) | Director | Noted in profile | Prior service on Credit Policy Committee (responsibilities now performed by Enterprise Risk Committee) |
| Puckett Machinery Company | Chairman & CEO | Current | Leads a regional heavy equipment distributor; brings market/operating expertise in Trustmark’s legacy markets |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| None disclosed | — | — | No other public company directorships disclosed for Mr. Puckett |
Board Governance
- Independence and leadership: The Board deems Puckett independent. He has served as Lead Independent Director since 2020 and chairs the Executive and Nominating & Governance Committees; Lead Director responsibilities include chairing independent sessions, coordinating agendas with the Chair, and serving as primary liaison between independent directors and the CEO.
- Attendance: The Board met six times in 2024, and each director attended all Board and committee meetings for which they were a member; all directors attended the 2024 annual meeting.
- Committee assignments and 2024 meeting cadence:
- Executive Committee – Chair (Lead Director); 2 meetings in 2024
- Nominating & Governance – Chair (Lead Director); 8 meetings in 2024
- Human Resources – Member; 5 meetings in 2024
Fixed Compensation
| Component (2024) | Amount ($) | Basis/Notes |
|---|---|---|
| Annual Board retainer (Trustmark + Bank Board) | 45,000 | Standard cash retainer |
| Lead Director retainer (inclusive of Executive Committee Chair retainer) | 30,000 | Paid to Lead Director; includes Exec Committee Chair fee |
| Nominating & Governance Committee Chair retainer | 20,000 | Committee chair fee |
| Human Resources Committee member retainer | 2,500 | Member retainer per committee (chairs do not receive member fee for that committee) |
| Total cash fees (reported) | 97,500 | Fees earned or paid in cash for 2024 |
Notes: Trustmark pays annual retainers (no per-meeting fees). The Lead Director retainer includes the Executive Committee Chair retainer.
Performance Compensation
| Equity Award (2024) | Shares/Units | Grant-Date Fair Value ($) | Vesting/Terms |
|---|---|---|---|
| Time-based RSUs (annual director grant on Apr 23, 2024) | 2,092 | 57,635 | Vests Apr 23, 2025; accelerates upon change in control, certain retirements, disability, death, or termination without cause (subject to Committee consent where applicable) |
| Stock options | — | — | No stock options outstanding for non-employee directors |
- Director stock ownership guidelines: Minimum ownership equal to 6x the annual cash retainer; unvested time-based RSUs count toward compliance; hedging and pledging are prohibited. As of the latest review in 2024, all directors except Mr. Eduardo and Mrs. Turnipseed meet the guidelines (Puckett meets the requirement). No director or executive officer currently has pledged shares.
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlocks / Potential Conflicts |
|---|---|---|---|
| None disclosed | — | — | No other public company board roles disclosed for Mr. Puckett |
Expertise & Qualifications
- Industry/operator experience: Chairman & CEO of a heavy equipment distribution and rental company; brings marketing and business leadership experience and deep knowledge of Trustmark’s core regional markets.
- Governance and risk: Long board tenure with prior Credit Policy Committee service (now Enterprise Risk), and current leadership as Lead Independent Director and Chair of Nominating & Governance.
- Professional affiliations: Member, National Association of Corporate Directors.
Equity Ownership
| Metric | Detail |
|---|---|
| Total beneficial ownership | 225,840 shares as of Jan 31, 2025 (includes RSUs vesting within 60 days) |
| Ownership as % of outstanding | <1% (percentages not shown where <1%; 60,765,271 shares outstanding) |
| Options outstanding | None (no options outstanding as of Jan 31, 2025) |
| Shares pledged | None; hedging and pledging prohibited, and no director or executive officer currently has pledged stock |
| Director ownership guideline | 6x annual cash retainer; Puckett meets guideline |
Related-Party Exposure and Conflicts (screened)
- Banking and services relationships: In assessing independence, the Board considered customer relationships that Puckett (and certain directors) have with the Bank’s wealth management/trust services and, before its sale, FBBI (the Bank’s former insurance subsidiary); the Board concluded these did not impair independent judgment. Routine deposit/credit/loan products with the Bank were also noted and deemed non-impairing.
- Regulation O loans: The Bank makes loans to directors and related interests in the ordinary course on substantially the same terms as non-related parties; such transactions are overseen under Regulation O and the Audit Committee’s related-party policy.
Governance Assessment
- Strengths supporting investor confidence:
- Independent Lead Director with clear responsibilities; dual committee chair roles (Executive; Nominating & Governance) indicate central role in board process and independent oversight.
- Full attendance at Board/committee meetings in 2024 and director presence at the annual meeting support engagement.
- Transparent, formulaic director pay structure with balanced cash/equity mix; annual time-based RSU grant aligns director interests with shareholders.
- Strong ownership alignment: sizable beneficial holdings; directors are subject to robust ownership requirements; hedging/pledging prohibited and none outstanding.
- Compensation oversight practices: Human Resources Committee comprised solely of independent directors and supported by an independent compensation consultant (Pearl Meyer).
- Watch items:
- Long tenure (director since 1995) may be viewed by some investors as a potential independence perception risk; mandatory retirement age is 75 (Puckett is 70).
- Customer relationships with Bank/legacy FBBI noted and evaluated by the Board, which affirmed independence; continue monitoring under related-party policies.
- No material red flags disclosed specific to Puckett (no pledging, no related-party transactions of concern, no attendance issues).
Appendix: Director Compensation Snapshot (2024)
| Category | Puckett ($) |
|---|---|
| Cash fees (reported) | 97,500 |
| Equity (RSUs) grant-date value | 57,635 |
| All other compensation | 1,977 |
| Total | 157,112 |
| Director RSU grant (units) | 2,092; vests Apr 23, 2025 |
| Director fee structure (policy reference) | Board retainer $45,000; Lead Director $30,000 (incl. Exec Chair); Committee Chair $20,000; Committee member $2,500 per committee; Board Chair $150,000 (inclusive) |