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William Yates III

Director at TRUSTMARKTRUSTMARK
Board

About William G. Yates III

William G. Yates III (age 52) has served on Trustmark Corporation’s Board since 2009 and is not considered independent by the Board given his affiliations and prior roles . He is President and CEO of W.G. Yates & Sons Construction Company and The Yates Companies, Inc., bringing construction industry leadership and regional market knowledge to Trustmark . Yates has served as a Director of the Federal Reserve Bank of Atlanta, New Orleans Branch since January 2021 and is a director and former chairman of the Mississippi Economic Council, underscoring external economic and civic engagement .

Past Roles

OrganizationRoleTenureCommittees/Impact
W.G. Yates & Sons Construction CompanyPresident & CEONot disclosedLeadership in construction operations, risk management, contract negotiations
The Yates Companies, Inc.President & CEONot disclosedOversight across divisions in Southeast markets relevant to Trustmark footprint

External Roles

OrganizationRoleTenureCommittees/Impact
Federal Reserve Bank of Atlanta, New Orleans BranchDirectorAppointed Jan 2021Monetary/economic oversight within the Branch region
Mississippi Economic CouncilDirector; Former ChairmanNot disclosedStatewide economic policy network and engagement

Board Governance

  • Independence: Not independent; the Board determined Messrs. Dewey, Host and Yates are not independent directors under Nasdaq rules .
  • Committee assignments: Finance Committee member; not Chair .
  • Attendance and engagement: The Board met 6 times in 2024; each director attended all Board and relevant committee meetings. Finance Committee held 5 meetings in 2024 .
  • Board composition and structure: Six standing committees (Audit, Enterprise Risk, Executive, Finance, Human Resources, Nominating & Governance); Audit, Enterprise Risk, Human Resources and Nominating & Governance comprise only independent directors; Lead Director structure in place due to non-independent Chair .

Fixed Compensation

Component2024 AmountNotes
Annual cash retainer (Board + Bank Board)$45,000Standard non-employee director retainer
Finance Committee membership retainer$2,500Annual retainer per committee for non-Chairs
Total cash fees (2024)$47,500Reported for Yates

Performance Compensation

Equity AwardGrant DateUnitsGrant-Date Fair ValueVesting
Time-based RSUs (Director grant)Apr 23, 20242,092$57,635Vests Apr 23, 2025; accelerated vesting on change in control, retirement at/after age 70 with Committee consent, disability/death, or termination without cause
Time-based RSUs (Directors guideline & policy)Annual programN/A≈$55,000 per director (program level)Directors must meet stock ownership guideline equal to 6x annual cash retainer; unvested RSUs count; hedging/pledging prohibited

No performance-based equity for directors; equity is time-based RSUs aimed at alignment and retention rather than at-risk performance outcomes .

Other Directorships & Interlocks

  • Related-party business relationships include Trustmark Park naming rights (Bloomfield Equities, LLC) and banking exclusivity arrangements (Bloomfield Holdings, LLC), entities indirectly owned by Yates/family through Spectrum Capital, LLC .
  • W.G. Yates & Sons Construction Company and affiliates had fee-bearing trust and investment management services with the Bank; legacy commissions to Trustmark’s former insurance subsidiary (FBBI) through May 31, 2024 .

Expertise & Qualifications

  • Industry and market expertise in construction, employee relations, contract negotiations, and risk management; provides substantive input on risk assessment and corporate strategy .
  • Broader economic oversight exposure through Federal Reserve Branch directorship and state economic council leadership .

Equity Ownership

MetricValue
Beneficial ownership (as of Jan 31, 2025)28,318 shares
Unvested RSUs at year-end 20242,092 RSUs (director grant)
Ownership as % of shares outstanding~0.047% based on 60,765,271 shares outstanding
Pledged sharesNone; directors are prohibited from pledging Trustmark stock

Insider Trades (recent)

DateFilingTransaction Details
Apr 24, 2025Form 4 filedReported by William G. Yates III (POA Granville Tate, Jr.)
Apr 25, 2024Form 4 filedDirector stock award grant; 2,092 RSUs consistent with proxy grant
Apr 21–22, 2025Reported activityMarket summaries indicate 1,943-share award/buy aligned with annual director grant timing (cross-reference)

Governance Assessment

  • Alignment: Director stock ownership guidelines are stringent (6x annual retainer) and Yates meets requirements per 2024 review; directors must hold shares until guideline met; hedging/pledging prohibited—positive for alignment and risk posture .
  • Attendance: Full attendance at Board/committee meetings in 2024—supports engagement and effectiveness .
  • Independence: Not independent (Board determination) and multiple related-party transactions tie back to Yates-controlled/affiliated entities—this elevates conflict-of-interest risk requiring robust oversight .
  • Oversight of related parties: Audit Committee administers the related-party policy; transactions with Bloomfield entities and W.G. Yates & Sons were reviewed and approved/ratified and represented ordinary-course terms—mitigates but does not eliminate perceived conflict risk .

RED FLAGS

  • Related-party transactions: Stadium naming rights ($275,000 in 2024; new agreement $400,000 annually starting 2025) with Bloomfield Equities, LLC, indirectly owned by Yates/family; Yates’s estimated 2024 interest ~$81,675; similar exclusivity payments ($50,000 in 2024) to Bloomfield Holdings, LLC with Yates interest $14,850; legacy FBBI commissions ($47,000 through May 31, 2024) and $413,000 in trust/investment fees paid by W.G. Yates & Sons to the Bank—material interlocks necessitating continued scrutiny .
  • Independence: Formal non-independence status increases reliance on Related Party Transaction controls and comprehensive recusal/oversight protocols .

Implications for Investors

  • Governance risk centers on related-party exposure and non-independence, balanced by explicit Audit Committee policy review and approvals; continued disclosure and monitoring are essential for investor confidence .
  • Engagement and ownership policies are robust, with full attendance and strict director stock ownership guidelines—supportive of board effectiveness and alignment .