Richard Sems
About Richard Sems
Richard M. “Rick” Sems is Chief Executive Officer of Equity Bank (subsidiary of Equity Bancshares, Inc.) since May 10, 2024; he joined the Company as President of Equity Bank on May 15, 2023. He is age 52 as of his promotion, with an MBA from the University of Michigan and an undergraduate degree from Grove City College . EQBK’s performance during his tenure shows FY 2024 net income of $62.6 million (vs. $7.8 million in FY 2023) and revenues of $36.8 million (vs. -$19.0 million in FY 2023), as detailed below . His incentive plan is tied to adjusted pre-tax income and the net-over-head ratio, with an individual component linked to organic loan and deposit growth .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| First Bank (St. Louis, MO) | Chief Banking Officer | 2016–2023 | Senior leadership across banking functions |
| First Bank – Midwest Region | President | 2016–2023 | Led regional strategy and operations |
| Equity Bank (subsidiary of EQBK) | President | May 2023–May 2024 | Oversaw sales and service teams across commercial, retail, mortgage, trust |
External Roles
No public-company board or external directorships disclosed in Company filings for Mr. Sems. (Skip—no disclosure found.)
Fixed Compensation
| Year | Base Salary ($) | Target Bonus % | Target Bonus ($) | Actual Bonus ($) | Notes |
|---|---|---|---|---|---|
| 2023 | 377,308 | 65% of base (per employment agreement) | 390,000 | 250,000 sign-on bonus; EIP cash 407,488 | Hired mid-year; options grant on hire |
| 2024 | — | — | 395,850 (EIP target) | EIP payout 504,709 (127.5% of target) | Individual component paid 0% due to organic loan/deposit growth shortfall |
All other compensation (selected perquisites and retirement):
| Year | Retirement Contribution ($) | Company Vehicle ($) | Aircraft ($) | Club Dues ($) | Moving Expense ($) |
|---|---|---|---|---|---|
| 2023 | — | 10,058 | — | 3,907 | 40,000 |
| 2024 | 193,800 | 15,526 | 1,728 | 11,997 | — |
SERP (Supplemental Executive Retirement Plan):
| Year | Company Contribution ($) | Aggregate Earnings ($) | Balance ($) |
|---|---|---|---|
| 2024 | 180,000 | 12,146 | 192,146 |
Performance Compensation
Annual cash incentives (EIP) — corporate metrics and outcomes (2024):
| Performance Measure | Weighting | Threshold | Target | Maximum | 2024 Actual | Payout % |
|---|---|---|---|---|---|---|
| Adjusted Pre-tax Income vs Budget ($000s) | 60% | 49,798 | 62,247 | 80,921 | 87,970 | 150% |
| Net-over-head Ratio (Adj. non-interest income/expense) | 25% | 20.2% | 25.2% | 32.8% | 32.8% | 150% |
| Individual Leadership/Goals | 15% | — | — | — | Not met (organic loan/deposit growth shortfall) | 0% |
EIP payout summaries:
| Year | Company Component Weight | Company Component Payout ($) | Individual Component Weight | Individual Component Payout ($) | Total EIP ($) |
|---|---|---|---|---|---|
| 2023 | 85% | 348,988 | 15% | 58,500 | 407,488 |
| 2024 | 85% | 504,709 | 15% | — (0%) | 504,709 |
Equity awards and vesting (grants to Richard Sems):
| Award Type | Grant Date | Shares/Units (Target) | Grant-Date Fair Value ($) | Vesting Schedule | Performance Metric(s) |
|---|---|---|---|---|---|
| RSU | 1/31/2024 | 5,023 | 165,006 | Time-based per plan | N/A |
| PSU (Adjusted EPS) | 1/31/2024 | 2,512 | 82,503 | Cliff on 3rd anniversary subject to performance | Adjusted EPS |
| PSU (TSR) | 1/31/2024 | 2,511 | 82,502 | Cliff on 3rd anniversary subject to performance | TSR |
| Stock Options (hire grant) | 5/15/2023 | — | 500,000 | Time-based: 5 equal annual installments | N/A |
2023 Company PSU program design (for context):
| Metric | Threshold | Target | Stretch | Payout |
|---|---|---|---|---|
| 3-year TSR & 3-year average core EPS growth vs peers | 35th percentile | 55th percentile | 75th percentile | 50% / 100% / 150% of target; interpolation |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | 15,883 shares (<1% of Class A) as of Feb 28, 2025 |
| Shares outstanding basis | 17,508,740 shares (ownership percentage computed per proxy method) |
| Vested vs unvested breakdown | Not separately disclosed for Sems in proxy tables (skip) |
| Stock ownership guidelines | CEO: 5x base salary; Other NEOs: 2.5x; EVPs: 1x; Directors: $500,000; all compliant or within time-in-role window |
| Hedging/pledging | Prohibited; no short sales, no derivative trading, no margin accounts; pledging only with pre-approval (expected to be limited) |
| Initial Form 3 (upon hire) | Filed 05/16/2023; “No securities are beneficially owned” at that time |
| Recent insider transactions | No Form 4 filings located in our search (no results) |
Employment Terms
| Element | Terms |
|---|---|
| Employment agreement | Dated May 2, 2023; initial term 3 years; auto-renews for successive 1-year periods unless terminated |
| Base salary | $600,000 (agreement) |
| Target annual cash bonus | 65% of base salary (cash) |
| Annual equity award eligibility | Target grant-date fair value equal to 55% of base salary |
| Sign-on awards | $250,000 cash sign-on bonus (pro-rata repayment if terminated within initial 3-year term); ~ $500,000 hire equity award in time-based stock options vesting over 5 years |
| Severance (without cause / good reason) | Base salary for 12 months, subject to release |
| Change-in-control (CIC) | Double trigger; if terminated for good reason or without cause (or nonrenewed) within 12 months after a qualifying CIC, payment equal to 2.99x prior year’s base salary plus all other cash compensation paid and received during such year; subject to tax code restrictions |
| Restrictive covenants | Agreement contains restrictive covenants (non-compete/non-solicit confidentiality), durations not specified in excerpt |
| Clawback/recoupment | Company adopted NYSE-compliant Compensation Recovery Policy (Nov 2023) covering incentive and equity comp upon restatement or defined misconduct/violations; excess amounts subject to recoupment at Committee discretion |
Performance & Track Record
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Net Income - (IS) ($USD) | 7,821,000 | 62,621,000 |
| Revenues ($USD) | -19,026,000* | 36,757,000 |
*Values retrieved from S&P Global.
Additional qualitative performance context:
- 2024 EIP corporate metrics exceeded maximums (150% payout for adjusted pre-tax income and net-over-head), but Mr. Sems’ individual component was withheld due to organic loan and deposit growth under-target .
- Early tenure commentary focused on expected loan growth recovery and strong Tulsa market/consumer upticks, supported by the Bank’s deposit franchise capacity .
Investment Implications
- Pay-for-performance alignment: The EIP metrics are tightly linked to adjusted pre-tax income and net-over-head, with PSUs tied to adjusted EPS and TSR, reinforcing performance-sensitive pay. 2024 individual incentive withholding due to underperformance on organic growth signals discipline in the plan’s design .
- Equity and retention: A substantial hire option grant vesting over five years plus 2024 RSUs/PSUs vesting on a three-year schedule reduce near-term selling pressure, while stock ownership guidelines and anti-hedging/pledging policies bolster alignment and limit risk of forced sales .
- CIC economics and severance: Double-trigger CIC at 2.99x prior-year salary plus cash comp and 12-month base severance for termination without cause/good reason provide retention but are standard for bank NEOs; clawback and pre-clearance trading controls mitigate governance risk .
- Execution risk: Management withheld the individual incentive in 2024 due to shortfalls in organic loan/deposit growth, highlighting a key operating lever for Mr. Sems; monitoring loan growth momentum and PSU performance trajectories (EPS and TSR through 2027) will be critical for assessing future payouts and insider selling windows .