Eric McRae
About Eric McRae
Eric S. McRae is a long-tenured senior executive at First Mid Bancshares. He has served as Executive Vice President since at least 2015 under successive Board-approved employment agreements, transitioning to Executive Vice President & Chief Credit Officer in 2019 and Executive Vice President & Chief Lending Officer in 2022 . His compensation structure includes base salary, annual cash incentives under the Incentive Compensation Plan, and long-term equity incentives (annual RSUs earned on performance and converted to restricted stock), with vesting schedules extending through 2027 . Age and education are not disclosed in Company filings.
Past Roles
| Organization | Role | Years | Strategic impact / notes |
|---|---|---|---|
| First Mid Bancshares, Inc. | Executive Vice President | Feb 2015–Dec 2019 (agreement terms) | Continued EVP role under 2015 and 2017 employment agreements, including Incentive Compensation Plan participation and severance provisions . |
| First Mid Bancshares, Inc. | Executive VP & Chief Credit Officer | Dec 2019–Dec 2022 (agreement term) | Role formalized in 2019 agreement; base salary set; incentives and deferred comp participation . |
| First Mid Bancshares, Inc. | Executive VP & Chief Lending Officer | Dec 2022–Dec 2023; auto-renews | Role formalized in 2022 agreement; base salary set; auto-renewal and long-term incentive participation . |
Fixed Compensation
| Metric | 2016 | 2017 | 2018 | 2019 | 2022 | 2024 |
|---|---|---|---|---|---|---|
| Base salary at agreement effective (USD) | — | $252,049 (effective Feb 1, 2017) | — | $272,616 (effective Dec 31, 2019) | $290,000 (effective Dec 31, 2022) | — |
| Incentive Compensation Plan target limit (% of salary) | — | Up to 35% (maximum opportunity) | — | — | — | — |
| Annual salary (Summary Comp Table) (USD) | $236,733 | $250,203 | $260,580 | — | — | — |
| Non‑equity incentive cash bonus paid (USD) | $41,591 | $88,217 | $96,464 | — | — | — |
| Stock awards grant‑date fair value (USD) | $31,231 | $50,422 | $116,760 | — | — | — |
| All other compensation (USD) | $26,743 | $29,833 | $34,226 | — | — | — |
| Total compensation (USD) | $336,298 | $418,675 | $508,030 | — | — | — |
Performance Compensation
- Annual cash incentives (plan design): The Incentive Compensation Plan sets payouts by performance band for each goal: threshold = 25% of bonus opportunity; budget = 60%; superior = 100% (maximum). No bonus is paid below threshold; prorated awards are permitted between bands .
- Historical objective metrics: earlier proxy disclosures show bonuses tied to net income and asset quality, with a minimum gate requiring at least 80% of prior year net income before any payout (2013–2014 tables) .
- Long-term equity: Annual RSUs are earned based on performance for the fiscal year and convert to restricted stock with multi-year vesting. McRae’s FY2024 proxy footnote shows:
- RSUs granted Jan 25, 2022 earned at target for 2022; remaining restricted stock vests Dec 15, 2025 .
- RSUs granted Mar 21, 2023 earned below target for 2023; remaining restricted stock vests Dec 15, 2025 and Dec 15, 2026 .
- RSUs granted Jan 29, 2024 earned above target for 2024; remaining restricted stock vests Dec 15, 2025, Dec 15, 2026, and Dec 15, 2027 .
| Metric / Award | 2022 | 2023 | 2024 |
|---|---|---|---|
| Annual RSU performance earnout | Earned at target; converted to restricted stock | Earned below target; converted to restricted stock | Earned above target; converted to restricted stock |
| Remaining vesting dates (restricted stock) | Dec 15, 2025 | Dec 15, 2025; Dec 15, 2026 | Dec 15, 2025; Dec 15, 2026; Dec 15, 2027 |
Equity Ownership & Alignment
| Metric | 2017 | 2019 | 2021 | 2022 | 2024 |
|---|---|---|---|---|---|
| Beneficial ownership (shares) | 22,187 (as of Feb 1, 2017) | 29,026 (as of Feb 1, 2019) | — | — | — |
| Unvested restricted stock/RSUs at FY-end (units) | — | — | 4,834 | 5,667 | 6,050 |
| Market value of unvested awards (USD) | — | — | $206,847 (at $42.79) | $181,797 (at $32.08) | $222,761 (at $36.82) |
| Shares vested in year (units) | — | — | 1,666 | 2,167 | 2,600 |
| Value realized on vesting (USD) | — | — | $69,972 (at $42.00) | $68,802 (at $31.75) | $107,198 (at $41.23) |
| Stock options outstanding | No outstanding options (Company-wide) | No outstanding options | No outstanding options | — | — |
Deferred compensation and holdings (DCP):
- 2024 DCP contributions: $15,376; aggregate earnings: $23,128; year-end balance: $278,844 .
- DCP mechanics: executives may defer salary/bonus; balances can be invested in Company common stock after quarterly trading windows; upon a Change in Control, DCP accounts are paid in an immediate lump sum .
Employment Terms
- Agreement terms and role:
- 2015 Executive Employment Agreement, EVP; base salary $221,730; Incentive Compensation Plan and Deferred Compensation Plan participation; severance; confidentiality and non-competition/non-solicitation .
- 2017 Agreement (Feb 1, 2017–Dec 31, 2019), EVP; base salary $252,049; Incentive Plan max opportunity up to 35% of salary; severance; confidentiality and non-compete/non-solicit .
- 2019 Agreement (Dec 31, 2019–Dec 31, 2022), EVP & Chief Credit Officer; base salary $272,616; Incentive and Deferred Compensation Plans; severance; confidentiality and non-compete/non-solicit .
- 2022 Agreement (Dec 31, 2022–Dec 31, 2023; auto-renewal unless terminated), EVP & Chief Lending Officer; base salary $290,000; Incentive Compensation Plan, Long-Term Incentive Plan, and Deferred Compensation Plan; severance; confidentiality and non-compete/non-solicit .
- Vesting and retirement provisions (equity):
- If employment terminates before an RSU performance period ends, RSUs are forfeited. If termination occurs before a vesting date for restricted stock, awards are forfeited unless retirement at age 65 with 10 years of service (or retirement at age 60 with 15 years of service), death, or disability, in which case unvested shares vest .
- DCP distributions:
- Post-termination distributions generally begin March 15 following termination; elections allow lump sum or installments; upon Change in Control, immediate lump sum payout applies .
Investment Implications
- Strong alignment via performance‑conditioned RSUs converting to restricted stock, with multi‑year vesting across 2025–2027; this structure encourages retention and aligns realized pay with performance outcomes (2022: at target; 2023: below target; 2024: above target) .
- Retention risk appears moderated by auto‑renewal employment terms and multi‑year vesting horizons on outstanding equity, plus severance and restrictive covenants across agreements .
- Limited insider selling pressure from option exercises: the Company reported no outstanding stock options in 2021–2024, with equity largely in restricted stock that vests ratably rather than expiring .
- Deferred compensation balances and ability to invest deferrals in Company stock add long‑term alignment; however, DCP change‑in‑control features (immediate lump sum payout) can elevate transaction‑related payout sensitivity .