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Kevin Rauckman

Director at FIRST BUSEY CORP /NV/FIRST BUSEY CORP /NV/
Board

About Kevin S. Rauckman

Kevin S. Rauckman (63) is an independent director of First Busey Corporation (BUSE) since 2025. He is the owner of Rauckman Advisors, LLC (since Nov. 2017), former CFO and Treasurer of Garmin Ltd. (1999–2014), and previously served as a financial advisor to MoBank/BOK Financial (2015–2016). He currently serves on BUSE’s Audit Committee and Enterprise Risk Committee, and the board has determined he is independent under Nasdaq rules .

Past Roles

OrganizationRoleTenureCommittees/Impact
Garmin Ltd. (NYSE: GRMN)Chief Financial Officer and Treasurer1999–2014Senior finance leadership at a large-cap public company
MoBank (Bank of Kansas City), BOK Financial subsidiaryFinancial AdvisorFeb. 2015–May 2016Advisory role in banking
Rauckman Advisors, LLCOwner; Financial ConsultantNov. 2017–PresentIndependent advisory practice

External Roles

OrganizationRoleTenureCommittees/Impact
MGP Ingredients, Inc. (Nasdaq: MGPI)Director; Chair, Nominating/Governance CommitteeSince 2021Governance leadership at a public company
JE Dunn Construction Group (Private)Director; Chair, Audit CommitteeN/DAudit oversight at a large private company
CrossFirst BankDirectorCurrentContinued service during BUSE/CrossFirst integration

Board Governance

  • Committee assignments at BUSE (as of March 1, 2025): Audit Committee (member) and Enterprise Risk Committee (member); both committees are fully independent under Nasdaq and SEC rules .
  • Independence: The board determined Rauckman is “independent” under Nasdaq listing standards .
  • Attendance context: In 2024, BUSE’s board held 7 regular, 2 special, 6 executive sessions (without management), and 2 study sessions; all incumbent directors attended at least 75% of board and committee meetings (Rauckman joined in 2025) .
  • Committee cadence (2024): Audit met 6 times; Enterprise Risk met 5 times .
  • Lead Independent Director: Rodney K. Brenneman effective March 1, 2025 .

Fixed Compensation

ComponentAmount/TermNotes
Annual cash retainer (non-employee director)$44,000 (effective Mar. 2024) Increased from $42,000 in 2024
Annual cash retainer (non-employee director)$50,000 (effective Mar. 2025) Referenced in stock ownership policy multiple
Equity award (annual DSUs)$73,000 grant-date fair value (2024) Deferred stock units; DSUs don’t count toward ownership policy
Committee member retainer$6,000 per committee (non-chair) Applies to each committee served
Committee chair retainersAudit $15,000; Comp/Nominating/Enterprise Risk $12,500 Additional to base retainer
Vice Chairman & Lead Independent Director+$12,500 each (annual) Role-based cash premium
Busey Bank Directors Loan Committee$10,000 annual retainer If applicable
ExpensesReimbursed for reasonable board-related expenses Continuing education and meeting travel

Performance Compensation

ElementDesignVesting/SettlementPerformance Metrics
DSUs (directors)Time-based restricted stock units (settlement deferred) Vest on first anniversary of grant; settlement generally within 30 days after separation from board or a change in control None; DSUs are time-based (no performance conditions)

2024 context: each non-employee director received 3,126 DSUs; directors who resigned effective March 1, 2025 had vesting at the Merger effective time .

Other Directorships & Interlocks

External BoardSectorRole/CommitteeInterlock/Conflict Relevance
MGP Ingredients (MGPI)Food & BeverageDirector; Chair Nominating/Governance Different industry; no related-party dealings disclosed at BUSE
JE Dunn Construction GroupConstructionDirector; Chair Audit Private; no related-party dealings disclosed at BUSE
CrossFirst BankBankingDirector Transitional overlap during merger integration; Board composition and committees updated post-merger

Expertise & Qualifications

  • Former public-company CFO/Treasurer (Garmin), providing deep financial reporting, capital markets, and investor oversight experience; BUSE cites his “extensive public company experience” and “significant financial and investment experience” as rationale for Audit and Enterprise Risk assignments .
  • Ongoing governance leadership (committee chair roles at other boards) supports board process discipline and risk oversight .

Equity Ownership

SecurityBeneficial Ownership% OutstandingNotes
Common stock46,157 shares <1% Includes 3,294 DSUs issuable at termination of service
Series A Preferred250 shares 3.23% Held via the Kevin S. Rauckman Trust (sole trustee)
DSUs (director)3,294 units N/ADSUs do not count toward ownership guideline compliance
Pledged sharesNone disclosed for Rauckman Hedging prohibited; pledging generally prohibited without prior approval; no new pledging approvals in 2024
Ownership guideline$250,000 in BUSE common stock (5x annual cash retainer; $50,000 effective Mar. 2025) Compliance for Rauckman not disclosed; all non-employee directors as of 12/31/24 were in compliance

Governance Assessment

  • Strengths:

    • Independent director with finance pedigree; appointed to Audit and Enterprise Risk—committees aligned with his expertise .
    • Board independence at ~85% and robust governance infrastructure (internal audit reporting to Audit Committee; enterprise risk oversight) support investor confidence .
    • Strong stockholder support for executive pay (93% say-on-pay in 2024) signals alignment with investor expectations .
    • Active board cadence and executive sessions; at least 75% meeting attendance for all incumbents in 2024 (Rauckman joined in 2025) .
  • Potential risks/monitoring points:

    • Bold RED FLAG (potential interlock risk): Concurrent service on CrossFirst Bank’s board during the BUSE/CrossFirst integration period could present perception of overlapping fiduciary interests until full bank consolidation; BUSE has refreshed committee compositions post-merger and maintains related-party review through the Audit Committee .
    • Ownership guideline compliance for Rauckman is not disclosed yet; DSUs do not count toward the $250,000 guideline .
    • No pledging or related-party transactions disclosed for Rauckman; continue to monitor future proxies/8-Ks for any updates .
  • Compensation structure (directors): Balanced cash/equity with DSUs, independent external benchmarking (Pearl Meyer), and clear retainer/committee fee schedule; DSUs settle at separation or change-in-control and are time-based (no performance leverage), which is conventional for boards and aligns horizon with shareholders .

  • Policy safeguards: Prohibitions on hedging and pledging (with limited legacy exceptions), majority voting policy for directors, and a clawback policy (executive program) underscore governance rigor .

Overall: Rauckman’s audit and risk committee roles, independence, and prior CFO experience should enhance board oversight. The only noteworthy watch item is the temporary interlock with CrossFirst Bank during integration, which the board appears to be actively managing through committee realignment and standard conflict oversight processes .