Kevin M. LeMahieu
About Kevin M. LeMahieu
Kevin M. LeMahieu, 53, has served as Chief Financial Officer of Bank First Corporation since August 2014, overseeing the company’s finance activities and internal and public financial reporting; he holds a B.S. in Accountancy from Calvin University and is a CPA (licensed in Wisconsin since 1996) . In 2024, BFC’s compensation metrics tied to executive pay were achieved above target, with EPS of $6.50 vs $6.21 target, ROA 1.56% vs 1.51% target, and Assets per FTE of $11.48M vs $10.9M target, supporting above-target payouts for the year . Company-level pay-versus-performance shows 2024 net income of $65.6M, EPS of $6.50, and a TSR index value of 152.04 (hypothetical $100 investment base), contextualizing the value creation backdrop during his tenure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Bank First Corporation | Chief Financial Officer | 2014–present | Oversees finance and internal/public reporting functions |
| CliftonLarsonAllen LLP | Assurance Services Senior Manager and Director | 2004–2014 | Managed audit/review teams for financial institutions; consulted on cost/profit analysis, strategic merger guidance, accounting pronouncement interpretation, and internal control systems |
| Beene Garter LLP | Audit/Review Manager; Efficiency Task Force Member | 1995–2004 | Managed audit/review teams; analyzed and recommended improvements to maximize departmental efficiency |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Wisconsin Bankers Association | Member | n/a | Professional association membership |
| American Institute of Certified Public Accountants (AICPA) | Member | n/a | Professional association membership |
| Wisconsin Institute of Certified Public Accountants (WICPA) | Member | n/a | Professional association membership |
Fixed Compensation
| Metric | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Salary ($) | 278,531 | 307,500 | 381,180 | 507,000 |
| Cash Incentives ($) | 121,600 | 135,000 | 139,050 | 218,232 |
| Stock Awards ($) | 121,693 | 135,136 | 139,255 | 218,402 |
| All Other Compensation ($) | 36,614 | 31,546 | 31,785 | 33,049 |
| Total Compensation ($) | 558,438 | 609,182 | 691,270 | 976,683 |
- 2024 “All Other Compensation” included dividends on unvested awards ($6,478), business development expenses ($8,271), and 401(k) match ($18,300) .
Performance Compensation
Annual Cash Incentive – Plan and Results (2024)
| Metric | Weight | Threshold | Target | Maximum | 2024 Actual |
|---|---|---|---|---|---|
| Assets per FTE ($) | 33% | 9,900,000 | 10,900,000 | 11,900,000 | 11,480,000 |
| EPS – Consolidated ($) | 34% | 5.28 | 6.21 | 7.14 | 6.50 |
| ROA – Consolidated (%) | 33% | 1.28 | 1.51 | 1.74 | 1.56 |
| Executive | Target (% salary) | Maximum (% salary) | 2024 Actual (% salary) |
|---|---|---|---|
| Kevin M. LeMahieu (CFO) | 40% | 60% | 47.4% |
- Plan uses proportional payouts between target and maximum; payment occurs only if credit quality and regulatory triggers are met (Non-performing assets/total assets ≤2.0%, Net Promoter Score ≥55, liquidity ≥25%, regulatory standing good) .
Equity Awards – 2024 Grant
| Grant Date | Award Type | Shares Granted (#) | Grant-Date Fair Value ($) | Vesting Terms |
|---|---|---|---|---|
| 3/1/2024 | Restricted Stock | 2,544 | 218,402 | Ratable over three years; awards generally granted/vest on or around March 1 annually |
- Long-term incentives are performance-aligned restricted stock (full-value) with three-year ratable vesting; recipients receive dividends and voting rights during the restricted period .
Equity Ownership & Alignment
| Beneficial Ownership as of 4/7/2025 | Value |
|---|---|
| Total Beneficial Shares (#) | 23,126 |
| Percent of Class | <1% (asterisk in proxy) |
| 401(k) Shares (#) | 8,329 |
| Unvested & Vesting | Shares (#) | Market Value Basis |
|---|---|---|
| Unvested as of 12/31/2024 | 4,654 | $461,165 at $99.09/share |
| 2025 scheduled vest | 2,379 | $99.09/share reference as of 12/31/2024 |
| 2026 scheduled vest | 1,427 | $99.09/share reference as of 12/31/2024 |
| 2027 scheduled vest | 848 | $99.09/share reference as of 12/31/2024 |
Alignment safeguards and policies:
- Stock ownership guidelines: Senior Management, including executive officers, must own ≥1.5x base salary in BFC stock within five years; all directors/executives were in compliance in 2024 .
- Hedging and pledging prohibited; no short sales; preclearance and blackout periods apply; Rule 10b5‑1 plans permitted under policy oversight .
Options:
- No option awards were granted in 2024 (options columns blank in 2024 grants) .
Employment Terms
| Term | Detail |
|---|---|
| Change-in-Control (CIC) Cash Severance | If terminated without cause or resigns for good reason within one year after CIC: 2x base salary; lump-sum of average bonus over prior 3 years; reimbursement of health premiums for 2 years (CFO) . |
| Equity Treatment on CIC | All outstanding unvested stock awards become fully vested upon a CIC (accelerated vesting) . |
| For-Cause/Other Termination | Unvested restricted shares forfeited; Compensation Committee may accelerate vesting upon retirement . |
| Restrictive Covenants | Non-solicitation of customers/employees and confidentiality obligations tied to equity awards . |
| Clawback | Applies to cash and stock incentives; triggered by accounting restatement or violations of restrictive covenants; compliant with Rule 10D-1 and Nasdaq . |
| Grant/Vesting Cadence | Awards are granted and vest on or around March 1 each year . |
| Ownership Guidelines | Senior Management ≥1.5x salary in stock within five years; 2024 compliant . |
| Insider Trading Policy | Prohibits short sales/hedging; governs 10b5‑1 plans; blackout periods and preclearance required . |
Compensation Structure Analysis
- 2023 Pearl Meyer review found executive pay generally within ±15% of peer median across salary, cash, and direct compensation, with award opportunities competitive vs peers; 2024 salary increases (e.g., CFO +33.01% YoY) reflected alignment to market positioning .
- Pay mix emphasizes performance: annual cash and long-term equity tied to EPS, ROA, and Assets/FTE with risk controls (credit quality/regulatory triggers) .
- No tax gross-ups; no single-trigger cash CIC; equity uses multi-year vesting; hedging and pledging prohibited—shareholder-friendly governance .
Performance & Track Record
| Measure | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Net Income ($) | 45,444,000 | 45,214,000 | 74,514,000 | 65,600,000 |
| EPS (Diluted) ($) | 5.92 | 5.58 | 7.28 | 6.50 |
| TSR Index (Base=$100) | 106.21 | 138.13 | 130.76 | 152.04 |
- 2024 incentives were earned above target as plan metrics exceeded targets (EPS, ROA, Assets/FTE), indicating execution against performance levers used in pay design .
Related Party Transactions and Loans
- Company policy requires Board review/approval of related-party transactions; 2024 disclosure indicates no transactions requiring disclosure (besides historical subsidiary investment noted) and insider loans, if any, were on market terms with no preferential rates .
Equity Peer Group (Compensation Benchmarking)
- 2023 Pearl Meyer engagement used a 20-bank peer set selected by asset size (~$3–8B at compilation), ROAA ≥1.00%, and 3‑year total return ≥10%, excluding OTC/coastal banks; executive pay and award opportunities assessed as competitive vs peers .
Investment Implications
- Pay-for-performance alignment: CFO’s 2024 bonus/RSU awards paid above target (47.4% and 47.1% of salary, respectively) due to exceeding EPS/ROA/efficiency goals—signals robust linkage between compensation and operating outcomes .
- Near-term vesting cadence: 4,654 unvested shares with scheduled vests in 2025–2027 (2,379/1,427/848) create periodic settlement events that can add technical selling pressure, though blackout periods and preclearance mitigate opportunistic trading risk .
- Alignment safeguards: Ownership guidelines (≥1.5x salary), no hedging/pledging, and a modern clawback reduce agency risk; CFO holds 23,126 shares beneficially (<1% of class), including 8,329 in the 401(k), aligning interests with shareholders .
- Change-in-control economics: Double-trigger cash severance (2x salary + average bonus + benefits) is moderate, but single-trigger equity acceleration could increase dilution in a transaction; investors should model full vesting on CIC .
- Execution/continuity: Tenure since 2014 with deep audit/finance background and CPA credential supports stability in financial reporting and capital allocation; 2024 EPS moderated vs 2023 ($6.50 vs $7.28) but remained above plan target, indicating resilient execution in a tougher year .