Chip Jorstad
FIRST BUSEY CORP /NV/About Chip Jorstad
Chip S. Jorstad (age 45) is Chief Credit Officer of Busey Bank (First Busey Corporation) and an Executive Vice President (since March 2025). He previously led Busey’s credit and bank administration, co-led banking, and served as regional president—returning to Busey in 2017 after a 2015–2017 stint in commercial real estate. His appointment aligns with Busey’s conservative credit posture; 2024 non‑performing loans were $23.2m (0.30% of loans) with 3.59x ACL/NPL coverage, and net income was $113.7m ($1.98 diluted EPS), with adjusted net income of $119.8m ($2.08) amid M&A activity and integration costs .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Busey Bank | Chief Credit Officer | Mar 2025–present | Enterprise credit leadership during CrossFirst integration; aligns risk appetite and portfolio quality . |
| Busey Bank | President, Credit & Bank Administration | Jul 2022–Mar 2025 | Oversaw credit/administration during M&M Bank acquisition and pre-merger period . |
| Busey Bank | Co‑Chief Banking Officer | May 2020–Jul 2022 | Co-led banking through pandemic recovery and early rate-cycle shifts . |
| Busey Bank | Regional President, Downstate IL | Apr 2017–May 2020 | Regional growth and credit oversight across markets . |
| Busey Bank | Director, Middle Market & Agricultural Banking | Jan 2014–Sep 2015 | Built sector lending expertise in middle market and ag . |
| Busey Bank | Senior Vice President | Feb 2011–Jan 2014 | Commercial banking leadership . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| JSM Commercial | Director of Commercial Real Estate | Oct 2015–Apr 2017 | Direct CRE origination/asset management; deepened real estate risk skills . |
| University of Illinois at Urbana‑Champaign | Director of Advancement | Pre‑2011 | Stakeholder outreach and institutional relationship development . |
| First Midwest Bank | Assistant Vice President | Pre‑2011 | Foundational credit/banking experience . |
Fixed Compensation
- Individual salary, target bonus percentage, and actual cash bonus for Mr. Jorstad are not disclosed; he is not listed among the company’s Named Executive Officers (NEOs) whose detailed compensation is reported (2024 NEOs: Dukeman, Jones, Randolph, Powers, Bowe) .
Performance Compensation
2024 NEO annual cash incentive framework (company program; Mr. Jorstad’s specific participation/targets not disclosed):
| Measure | Type | Below Threshold | Target | Maximum | Weight |
|---|---|---|---|---|---|
| Core Earnings Per Share | Absolute | <$1.80 | $2.05 | ≥$2.20 | 40% |
| Asset Quality Ratio (relative to peer group) | Relative percentile | <25% | 50–59.99% | ≥75% | 25% |
| Non‑Bank Revenue | Absolute | <$81.23m | $87.34m | ≥$93.45m | 25% |
| Net Promoter Score | Relative percentile | <25% | 45–54.99% | ≥75% | 3.4% |
| Gallup Engagement Score | Relative percentile | <25% | 45–54.99% | ≥75% | 3.3% |
| Regulatory Ratings | Absolute | — | Maintain targets | — | 3.3% |
2024 goal achievement summary (company results used to fund NEO plan; shows credit‑quality outperformance):
| Measure | Goal Weighting | Goal Achievement | Multiplier (NEOs) |
|---|---|---|---|
| Core EPS | 40% | Above Target | 106.0% |
| Asset Quality Ratio (relative) | 25% | Maximum | 125.0% |
| Non‑Bank Revenue | 25% | Above Target | 102.2% |
| Net Promoter Score (relative) | 3.4% | Maximum | 125.0% |
| Gallup Engagement (relative) | 3.3% | Maximum | 125.0% |
| Regulatory Ratings | 3.3% | Above Target | 112.5% |
Long‑term equity (companywide design and merger adjustments; Mr. Jorstad’s specific award amounts not disclosed):
- Equity mix: PSUs (50%) tied to Core ROATCE and relative TSR; RSUs (50%) with time‑based vesting (pre‑merger five‑year RSU vesting; see merger modifications below) .
- Post‑merger modifications (effective Mar 1, 2025):
- 2023 ROATCE PSUs deemed earned at 100% of target; 2024 ROATCE PSUs deemed earned at 75% of target, with service‑based vesting continuing .
- TSR PSUs (2022–2024 grants) replaced/modified into “Merger PSUs” measured vs KBW Regional Banking Index over Jan 1, 2025–Dec 31, 2026; target counts based on pre‑announcement performance (2022: 94.5%; 2023: 96.2%; 2024: 76.9%) .
- Outstanding RSUs now vest in equal annual installments over three years following the Effective Time; equity awards receive double‑trigger vesting upon involuntary termination within 12 months post‑merger (Merger PSUs at target) .
Equity Ownership & Alignment
- Individual beneficial ownership for Mr. Jorstad is not broken out in the proxy; the table lists directors, NEOs, and totals for “all directors and current executive officers as a group (19 persons)” .
- Group-level ownership context:
| Holder | Common Shares | % Outstanding | Series A Preferred | % Outstanding |
|---|---|---|---|---|
| All Directors & Current Executive Officers (19) | 3,465,227 | 3.85% | 1,300 | 16.77% |
- Stock ownership guidelines: apply to NEOs (3x CEO salary; 2x for other NEOs) and non‑employee directors (5x cash retainer; $250k), with a 5‑year accumulation period; unearned PSUs/DSUs excluded. The company states current compliance among covered individuals; the policy is disclosed as NEO/director‑specific (not company‑wide to all officers) .
- Hedging/pledging: Hedging is prohibited; pledging requires prior Nominating Committee approval (grandfathering only for pre‑2014 pledges) .
- Clawbacks: Company discloses a clawback policy compliant with SEC/Nasdaq; equity plan also permits recoupment/cancellation for policy violations .
Employment Terms
- Appointment: Named Chief Credit Officer of Busey Bank effective March 1, 2025, as part of the CrossFirst merger integration .
- Individual employment agreement, severance, or change‑in‑control terms for Mr. Jorstad are not disclosed in filings reviewed. Publicly filed retention/change‑in‑control arrangements are disclosed for other executives (e.g., Dukeman’s succession/retention letter; retention agreements for Randolph, Powers, Bowe; Phillips’ employment agreement), but none specific to Mr. Jorstad .
- Insider trading policy: blackout windows (from two weeks before quarter‑end until two trading days after earnings) and pre‑clearance for Section 16 officers/designated insiders; updated for SEC 10b5‑1 rules in Dec 2023 .
- Say‑on‑pay support: 93% approval at 2024 meeting, signaling investor alignment with compensation approach .
Investment Implications
- Compensation alignment: Company incentive design over‑weights objective metrics (EPS, asset quality, fee revenue) and achieved maximum/above‑target on credit‑related measures in 2024. As Chief Credit Officer, Mr. Jorstad’s remit is directly tied to the asset‑quality levers that drove the strongest payout factors, suggesting tight pay‑performance linkage for credit leadership even if his individual plan terms are undisclosed .
- Retention and selling pressure: Merger‑related equity modifications extend RSU vesting to a uniform three‑year schedule and rebase TSR PSUs with a fresh 2025–2026 window, while adding 12‑month double‑trigger protection. This structure incentivizes integration success and likely moderates near‑term insider selling pressure, while still conditioning full value realization on 2026 performance .
- Governance risk controls: Hedging bans, restricted pledging, clawbacks, and insider‑trading controls reduce misalignment/abuse risk for officers, including credit leadership, during a complex integration period .
- Disclosure gap: Lack of individual compensation and ownership disclosure for Mr. Jorstad limits precision on pay mix and skin‑in‑the‑game; however, group ownership and companywide policies still indicate meaningful executive alignment with shareholder outcomes .