Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On November 5, 2025, 1st Franklin Financial Corporation (the "Company") announced the following management changes for the Company, in each case effective as of January 1, 2026.
Appointment of Virginia C. Herring as Chairperson of the Board of Directors and Chief Culture Officer
Virginia C. Herring, age 62, was appointed as Chairperson of the Board of Directors (the "Board") and Chief Culture Officer of the Company and will step down as President and Chief Executive Officer of the Company.
As Chairperson of the Board and Chief Culture Officer of the Company, Ms. Herring's annualized base salary will be $402,500. In accordance with the terms of the Company's annual compensation programs for its executive officers, she will be eligible to receive a cash bonus of up to 63% of her base salary, based on the achievement of Company and individual performance goals.
Appointment of Ben F. Cheek, IV as Vice Chairperson of the Board of Directors
Ben F. Cheek, IV, age 64, stepped down as Chairperson of the Board and was appointed as Vice Chairperson of the Board of the Company.
As Vice Chairperson of the Board, Mr. Cheek, IV's annualized base salary will be $150,000. In accordance with the terms of the Company's annual compensation programs for its executive officers, he will be eligible to receive a cash bonus of up to 63% of his base salary, based on the achievement of Company and individual performance goals.
Appointment of Jerry J. Harrison, Jr. as Chief Executive Officer
Jerry J. Harrison, Jr., age 62, was appointed as Chief Executive Officer of the Company. In such capacity, Mr. Harrison, Jr. will serve as the Company's principal executive officer.
Mr. Harrison, Jr. has served as Executive Vice President and Chief Strategy Officer of the Company since 2023, and previously served as Project Engineer - Special Projects at the Company from 2022 to 2023. Prior to joining the Company, Mr. Harrison, Jr. was the Chief Operating Officer at Crider Foods, Inc., a food manufacturer, from 2020 to 2022. Mr. Harrison, Jr. has also served as a member of the Company's Board of Directors since 2020.
As Chief Executive Officer of the Company, Mr. Harrison, Jr.'s annualized base salary will be $512,500. In accordance with the terms of the Company's annual compensation programs for its executive officers, he will be eligible to receive a cash bonus of up to 63% of his base salary, based on the achievement of Company and individual performance goals.
Appointment of Gary L. McQuain as President and Chief Operating Officer
Gary L. McQuain, age 60, was appointed as President and Chief Operating Officer of the Company. In such capacity, Mr. McQuain will serve as the Company's principal operating officer.
Mr. McQuain has served as Executive Vice President and Chief Operating Officer of the Company since 2020, and previously served as Senior Operations Vice President at the Company from 2019 to 2020. Prior to joining the Company, Mr. McQuain was the President and Chief Executive Officer of Southern Management Corporation, a financial services company, from 2017 to 2019.
As President and Chief Operating Officer of the Company, Mr. McQuain's annualized base salary will be $477,250. In accordance with the terms of the Company's annual compensation programs for its executive officers, he will be eligible to receive a cash bonus of up to 63% of his base salary, based on the achievement of Company and individual performance goals.