Jason V. Krepline
About Jason V. Krepline
Jason V. Krepline, 50, is Chief Lending Officer at Bank First Corporation, overseeing business banking frontline operations, chairing the Bank’s Loan Committee, and providing leadership on credit decisions; he joined Bank First in 2005 after seven years at Associated Bank and holds an MBA (finance) from Concordia University and a bachelor’s in finance and economics from the University of Wisconsin–Eau Claire . Under his leadership, Bank First’s Sheboygan market expanded materially since its 2008 launch, with deposits growing from $61 million to $3.43 billion and loans from $142 million to $3.34 billion as of year‑end 2023, underscoring execution in growth with credit discipline . Company performance metrics used to drive his pay include Assets per FTE, EPS, and ROA; 2024 actuals were $11.48 million Assets/FTE, $6.50 EPS, and 1.56% ROA versus targets of $10.9 million, $6.21, and 1.51% respectively, while 2023 actuals were $10.72 million, $10.11, and 2.55% against targets of $11.5 million, $8.78, and 2.187% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Bank First Corporation | Chief Lending Officer; previously VP Business Banking; Regional President & Senior Loan Officer | 2005–present | Established and grew the Sheboygan market; deposits grew from $61m to $3.43b and loans from $142m to $3.34b by YE2023; chairs Loan Committee and leads credit decisions |
| Associated Bank | Credit Analyst; Business Banking Officer; VP Business Banking | 7 years (prior to 2005) | Developed and expanded business banking relationships in Sheboygan |
Fixed Compensation
| Metric | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Base Salary ($) | $275,625 | $283,669 | $296,408 | $302,000 |
- 2024 salary increased 1.89% vs. 2023, reflecting updates informed by a 2023 Pearl Meyer compensation study .
Performance Compensation
Annual Cash Incentive – Opportunity and Payout (2024)
| Item | Value |
|---|---|
| Target (% of salary) | 40% |
| Maximum (% of salary) | 60% |
| Actual paid (% of salary) | 47.4% |
2024 Annual Cash Incentive Metrics – Targets vs. Actuals
| Metric | Weight | Threshold | Target | Maximum | 2024 Actual |
|---|---|---|---|---|---|
| Assets per FTE | 33% | $9,900,000 | $10,900,000 | $11,900,000 | $11,480,000 |
| EPS – Consolidated | 34% | $5.28 | $6.21 | $7.14 | $6.50 |
| ROA – Consolidated | 33% | 1.28% | 1.51% | 1.74% | 1.56% |
Role-Specific Incentive Design (Illustrative 2022 framework for CLO)
| Metric | Weight | Threshold | Target | Maximum | 2022 Actual |
|---|---|---|---|---|---|
| Bank‑wide Loan Growth (000s) | 34% | $1,415,557,139 | $1,486,334,996 | $1,557,112,853 | $1,585,053,728 |
| Assets per FTE | 33% | $9,000,000 | $10,000,000 | $11,000,000 | $11,198,521 |
| EPS – Consolidated | 33% | $4.14 | $4.60 | $5.06 | $5.58 |
Long-Term Equity (Restricted Stock) – Grants and Terms
| Grant Year | Grant Date | Shares Granted | Grant-Date Fair Value ($) | Per-Share Fair Value | Vesting Schedule |
|---|---|---|---|---|---|
| 2023 | 3/1/2023 | 1,602 | $128,432 | $80.17 | 1/3 annually over 3 years |
| 2024 | 3/1/2024 | 1,515 | $130,063 | $85.85 | 1/3 annually over 3 years |
- The equity plan utilizes restricted stock (full‑value awards); no stock options were granted in these periods (option columns blank) .
Equity Ownership & Alignment
| Ownership Metric | Value |
|---|---|
| Beneficial ownership (4/7/2025) | 31,017 shares; <1% of class (9,980,470 shares outstanding) |
| 401(k) allocated shares (included in above) | 24,068 shares |
| Unvested restricted stock (12/31/2024) | 3,436 shares; market value $340,473 at $99.09/share |
| Hedging/pledging | Company prohibits hedging, short selling, derivatives, buying on margin, and using Company securities as collateral; pre‑clearance and blackout restrictions apply |
Vesting schedule for unvested RS as of 12/31/2024:
- 2025: 1,892 shares
- 2026: 1,039 shares
- 2027: 505 shares
Historical outstanding RS snapshot:
- 4/3/2023: 4,197 unvested shares; market value $389,566 at $74.00/share
Employment Terms
- Change-in-Control (CIC) agreements: If terminated without cause or resigns for good reason within one year following a CIC, severance equals a multiple of base salary (2x for NEOs other than CEO/President), plus a lump-sum equal to the average bonus over the prior three years, and health premium reimbursement for two years; unvested stock awards fully vest upon a CIC .
- Compensation Committee oversight and independence: Committee comprised of independent directors; historical consulting by Blanchard Consulting Group (2021) with no identified conflicts; 2023 Pearl Meyer compensation study informed 2024 salary adjustments .
Estimated CIC payout snapshot for Jason V. Krepline (as of 12/31/2024):
| Component | Amount/Units |
|---|---|
| Compensation Salary (severance base) | $602,000 |
| Compensation Bonus (3‑yr average proxy measure) | $127,601 |
| Unvested RSUs accelerated | 3,436 shares; $340,473 market value at $99.09/share |
Perquisites and Other Compensation Detail
| Category | 2023 | 2024 |
|---|---|---|
| Dividends on unvested stock | $4,740 | $5,039 |
| Business development | $7,955 | $8,271 |
| Profit sharing | $8,250 | — |
| 401(k) match | $7,875 | $13,800 |
Risk Indicators and Governance Notes
- Legal proceedings: No director or executive officer (including Krepline) was the subject of material legal proceedings in the prior 10 years, per 2023 proxy disclosure .
- Trading policy: Hedging, pledging, and margin activities are prohibited; blackout periods and pre‑clearance requirements enforced .
Investment Implications
- Pay-for-performance alignment: Annual cash incentive tied to clear, auditable drivers (EPS, ROA, efficiency) with 2024 outcomes above target on EPS and ROA and near‑maximum on efficiency; Krepline’s 2024 bonus paid at ~47.4% of salary vs. 40% target, signaling a direct linkage to operating performance .
- Upcoming supply/vesting: 1,892 restricted shares vest in 2025 (then 1,039 in 2026; 505 in 2027); while hedging/pledging is prohibited, monitor Form 4s around vest dates for sell‑to‑cover dynamics and potential incremental float from vesting .
- Retention and CIC economics: Double‑trigger CIC with 2x salary severance plus average bonus and equity acceleration offers moderate protection; as of 12/31/2024, the proxy quantifies $602k salary base, $127.6k bonus reference, and $340k of unvested equity, aligning incentives with continuity but potentially lowering departure frictions in a sale scenario .
- Ownership and alignment: 31,017 shares beneficially owned (including 24,068 in the 401(k)), albeit <1% of shares outstanding, provides tangible alignment; prohibition on hedging/pledging supports long‑term shareholder alignment and reduces financing‑related selling risk .