Ann Knutson
About Ann Knutson
Ann M. Knutson is Chief Human Resources Officer (CHRO) of Equity Bancshares (EQBK), serving since June 2023; she is age 55 and brings over 25 years of HR experience, including senior roles at Bank Five Nine and 16 years at American Family Insurance. She holds a Master of Science in Management from Cardinal Stritch University and has taught at the Graduate School of Banking in Madison, WI; she was recognized by Milwaukee BizTimes in 2021 and Wichita Business Journal in 2024 . During her tenure, company performance improved with EQBK TSR at 112.9 in 2023 and 142.3 in 2024, and Net Income of $7.821 million in 2023 and $62.621 million in 2024, indicating stronger enterprise results that guide incentive plan outcomes .
Past Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| American Family Insurance | Various HR roles | 16 years | Based in Wisconsin |
| Bank Five Nine | Senior Vice President of Human Resources | — | Wisconsin-based bank |
| Summit Credit Union | Senior Vice President | — | Wisconsin-based credit union |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Graduate School of Banking (Madison, WI) | Adjunct Instructor | 2017–2022 | Taught HR/management courses |
| Wichita Women’s Network | Member/Involved | — | Community engagement |
| Wichita Chamber of Commerce | Member/Involved | — | Community engagement |
Fixed Compensation
- The proxy NEO Summary Compensation Table does not enumerate CHRO compensation; Ann Knutson is disclosed as an executive officer but not a Named Executive Officer (NEO) in 2023–2024 . Company-wide base salary setting practices for NEOs emphasize market data, scope, experience, and performance; 2024 base salaries for NEOs are disclosed as context for compensation philosophy .
Performance Compensation
The Company’s executive incentive design (applies to NEOs; senior executives aligned through policy) emphasizes pay-for-performance and multi-year equity.
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Annual Executive Incentive Plan (EIP) structure:
- Corporate metrics and weights: Adjusted Pre-Tax Income vs budget (60%), Net-overhead ratio vs budget (25%), and individual objectives (remainder); payouts interpolated across threshold-target-maximum and subject to regulatory ratings and clawback .
- 2023 actuals: Adjusted pre-tax income $62,871k (107% payout) and net-overhead ratio 25.7% (101% payout) .
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Long-Term Incentive Plan (LTI):
- Time-vested RSUs (TRSUs): 50% of LTI, vest ratably over 3 years .
- Performance RSUs (PRSUs): 50% of LTI, cliff vest after 3 years; metrics 50% relative TSR, 50% relative core EPS growth; full forfeiture below 35th percentile .
- Equity plan shares available and outstanding at year-end illustrate program capacity (e.g., 2024: 780,511 outstanding options/RSUs; 1,372,706 shares available) .
| Metric | Weighting | Target Definition | 2023 Actual | Payout Basis |
|---|---|---|---|---|
| Adjusted Pre-Tax Income vs Budget | 60% | Threshold 80%, Target 100%, Max 130% | $62,871k | 107.0% |
| Net-Overhead Ratio vs Budget | 25% | Threshold 80%, Target 100%, Max 130% | 25.7% | 101.0% |
| Individual Objectives | Balance | Set annually; paid at 100% if achieved | Met/exceeded for NEOs | Committee discretion |
| LTI TRSUs | 50% of LTI | Time-based | Vest ratably over 3 years | Continued employment |
| LTI PRSUs | 50% of LTI | 50% Relative TSR, 50% Relative Core EPS | 3-year measurement | Cliff vest at 3 years |
Equity Ownership & Alignment
- Insider transaction activity:
- 2024-08-15: Sold 255 shares at $38.53; filing link and summary .
- 2025-01-31: Sold 140 shares at $43.03; same-day awards reported; filing link and summary .
- Hedging/pledging prohibited: Executives and directors are prohibited from hedging or pledging company stock, with limited pre-approved exceptions; short sales and derivative trading also prohibited .
- Stock ownership guidelines:
- Executives subject to guidelines must reach ownership within 5 years; CEO 5x salary, NEOs 2.5x, EVPs 1x; Company reports individuals covered are compliant by level or time-in-role as of reporting dates .
| Item | Detail |
|---|---|
| 2024-08-15 Transaction | Sale of 255 shares at $38.53 |
| 2025-01-31 Transactions | Sale of 140 shares at $43.03; awards also reported in same filing |
| Post-Trade Direct Holdings (reported) | 6,232 shares after 2025-01-31 sale |
| Ownership Policy | No hedging or pledging; prohibits short sales/derivatives/margin accounts |
| Ownership Guidelines | CEO 5x, NEOs 2.5x, EVPs 1x; compliant for covered individuals |
Indicative ownership as % of outstanding: using 6,232 shares and 17,508,740 shares outstanding (Feb 28, 2025), the CHRO’s direct holdings equate to ~0.036% (computed from cited figures) .
Employment Terms
- Executive agreements: Company maintains employment agreements with NEOs and certain other executive officers, with initial three-year terms and automatic extensions; includes change-in-control protections designed for stability .
- Change-in-control: “Double trigger” required—benefits payable only if a change-in-control occurs and qualifying termination within 12–24 months; immediate vesting of stock options/RSUs; payments limited to avoid 280G excise taxes .
- Good reason and restrictive covenants: Good reason generally includes compensation reduction, material duty change, or >30-mile relocation; agreements include confidentiality, non-solicit, and non-compete obligations during employment and restricted period .
Company Performance Context (during Knutson’s tenure)
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| EQBK TSR (initial $100) | 112.9 | 142.3 |
| Net Income ($USD Thousands) | $7,821 | $62,621 |
Governance, Clawback, and Policies
- Clawback: Policy revised in Nov 2023 to comply with NYSE; recoups erroneously awarded incentive compensation tied to performance metrics and certain misconduct, including violations of confidentiality/non-compete/non-solicit linked to awards .
- Equity grant practices: Compensation Committee controls schedule and timing independently of MNPI; no option repricing without shareholder approval .
- Compensation philosophy: Market-competitive pay-for-performance; target total compensation opportunity generally between 50th–75th percentile of peers; double-trigger CIC required; no tax gross-ups for CIC .
Investment Implications
- Alignment and incentives: The executive compensation framework relies on Adjusted Pre-Tax Income, net-overhead efficiency, and 3-year relative TSR/core EPS for the LTI, signaling emphasis on profitable growth and shareholder returns; hedging/pledging prohibitions strengthen alignment .
- Retention risk: CHRO is relatively new in role (June 2023) and subject to standard executive policies; company-wide double-trigger CIC and restrictive covenants reduce abrupt departure risk but allow mobility if roles materially change .
- Selling pressure: CHRO’s reported sales were modest (-255 shares in Aug 2024; -140 in Jan 2025) with small absolute holdings; these do not indicate elevated insider selling pressure at the executive level .
- Performance backdrop: Improved company TSR and net income in 2024 suggest tailwinds for incentive payout potential under disclosed metrics; continued adherence to clawback and ownership guidelines mitigates governance risk .