Russell R. Rerucha
About Russell R. Rerucha
Independent director at Central Plains Bancshares, Inc. (CPBI). Age 64; director since 2021 with a term ending following the fiscal year ending March 31, 2027 . Previously CEO, President and Chairman of Green Line Equipment, Inc. (John Deere dealerships) from 2001 until a 2020 merger that formed AKRS Equipment Solutions, where he has served as Chairman since formation, bringing M&A and regional operating expertise to the board . The board has determined all directors other than the former CEO/Chairman are independent, which includes Mr. Rerucha .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Green Line Equipment, Inc. | Chief Executive Officer, President, Chairman | 2001–2020 | Led a multi-dealership business and through merger created AKRS Equipment Solutions, adding M&A and integration experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| AKRS Equipment Solutions, Inc. | Chairman of the Board | 2020–present | Formed via merger of three John Deere dealership groups; Rerucha has served as Chairman since formation |
Board Governance
- Committee assignments:
- Compensation Committee: Chair; members Naranjo, Oltean, Rerucha, Schneider; met 3 times in FY ended March 31, 2025 .
- Nominating and Corporate Governance Committee: Member; committee comprised of Oltean, Rerucha, Slater (Chair), Stump; met once in FY ended March 31, 2025 .
- Independence: Board determined all directors other than Steven D. Kunzman are independent under Nasdaq rules; includes Rerucha .
- Attendance and engagement:
- Board held 10 regular meetings; no director attended fewer than 75% of the aggregate of board and relevant committee meetings .
- Company expects director attendance at annual meetings; all but one director attended the 2024 annual meeting .
- Governance practices:
- CEO excluded from Compensation Committee deliberations on his compensation; the committee may delegate to subcommittees .
- Compensation Committee used Newcleus Compensation Advisors for executive compensation peer analysis in FY2025 .
- Board currently separates CEO and Chair roles; may combine them in future depending on circumstances .
- Nominating Committee considers limits on outside public company boards (policy targets max two other public boards) when evaluating nominees .
Fixed Compensation
| Component | Amount/Policy | Period | Notes |
|---|---|---|---|
| Director cash fees (Rerucha) | $19,500 | Year ended Mar 31, 2025 | Fees earned/paid in cash as disclosed for Rerucha |
| Annual director fee (policy) | $20,000 | Ongoing | Paid by Home Federal Savings; no additional board/committee meeting fees |
| Subsidiary director fee (policy) | $1,750 | Ongoing | For individuals serving as directors of subsidiary First Service Corporation |
No meeting fees; directors currently receive fees only in their Home Federal Savings capacity .
Performance Compensation
| Component | Value ($) | Period | Notes |
|---|---|---|---|
| Stock awards (restricted stock) | 118,958 | Year ended Mar 31, 2025 | Aggregate grant-date fair value for Rerucha |
| Stock options | 110,054 | Year ended Mar 31, 2025 | Aggregate grant-date fair value for Rerucha |
| Unvested restricted stock | 8,261 shares | As of Mar 31, 2025 | Each non-employee director level; Rerucha included |
| Unvested stock options | 20,654 options | As of Mar 31, 2025 | Each non-employee director level; Rerucha included |
- Equity Incentive Plan structure:
- Awards to employees and outside directors; stock options must have exercise price ≥ fair market value at grant; awards subject to conditions in award agreements .
- Time-based vesting: 5 years with 20% vesting per year; dividends on unvested restricted stock are withheld and paid upon vesting .
- Total plan grants through Mar 31, 2025: 185,000 options and 129,066 restricted stock awards .
No director performance metrics disclosed for equity awards; grants are time-based under the 2024 Equity Incentive Plan .
Other Directorships & Interlocks
- Public company boards: The proxy biographies list AKRS Equipment Solutions (Chairman) and prior Green Line Equipment roles; no other public company directorships are disclosed in the proxy materials reviewed .
- Nominating policy considers and limits outside public company directorships (policy caps at two other public boards) to manage time/commitment risk .
Expertise & Qualifications
- M&A and integration experience (dealership merger forming AKRS) .
- Deep operating background with regional small/mid-market businesses, aligning with community bank customer base .
- Independent status enhances compensation oversight credibility .
Equity Ownership
| Holder | Beneficial Ownership (shares) | % of Outstanding | Breakdown/Notes |
|---|---|---|---|
| Russell R. Rerucha | 38,261 | * | Includes 30,000 shares held in a trust and 8,261 unvested restricted stock |
- Shares outstanding at record date: 4,222,978 (July 11, 2025) .
- “*” denotes less than 1% of outstanding shares .
- As of March 31, 2025, each non-employee director also held 20,654 unvested stock options (not necessarily counted as beneficial if not exercisable within 60 days) .
- No pledging/hedging or loans/transactions above $120,000 involving Rerucha disclosed; related party review noted and conducted by Audit Committee .
Governance Assessment
-
Strengths:
- Independent director; chairs Compensation Committee with CEO excluded from deliberations; engaged independent compensation advisor (Newcleus) in FY2025—supports robust pay governance .
- Solid engagement: board met 10 times; no attendance shortfalls (<75%) flagged; committee participation documented .
- Equity-heavy director compensation with multi-year time-based vesting promotes long-term alignment and retention .
- No material related-party transactions involving directors/officers since April 1, 2022 beyond ordinary-course loans on market terms; periodic related party reviews in place .
-
Risks/RED FLAGS to monitor:
- Equity awards for directors are time-based without disclosed performance conditions; reduces explicit pay-for-performance linkage at the board level .
- Board states it may combine CEO and Chair roles in future; while currently separated, potential combination could weaken independent oversight if not counterbalanced .
- No formal board diversity policy (Board relies on general diversity considerations without guidelines), which may lag governance best practices .
- Shareholder context: Two >5% holders, including Stilwell Activist Fund at ~8.6%—activist presence can signal governance scrutiny and potential pressure on compensation and performance oversight .