Kyle McCurry
About J. Kyle McCurry
J. Kyle McCurry (age 47) has served as an independent director of First Mid Bancshares, Inc. since February 2021. He is Chief Operating Officer and General Counsel of Paige Sports Entertainment (private family office) and previously was a partner at Stinson LLP advising banks on M&A, corporate finance, and regulatory matters; he also served on the board of Providence Bank since 2015 and previously on LINCO Bancshares’ board (2015–2021) . He is a Class I director with a current term expiring in 2026 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Stinson LLP | Partner (Bank M&A, corporate finance, regulatory) | Prior to 2015 (not dated in proxy) | Legal/M&A expertise directly relevant to bank board oversight |
| Providence Bank (LINCO) | Director | Since 2015 | Board experience in community banking; part of platform later acquired by FMBH |
| LINCO Bancshares, Inc. | Director | 2015–2021 | Served on seller’s board prior to FMBH’s LINCO merger; brought continuity post-close |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Paige Sports Entertainment (private family office) | Chief Operating Officer & General Counsel | Since 2015 | Affiliate of the EPL LINCO Trust shareholder; McCurry has no beneficial/pecuniary interest in Trust’s FMBH shares per 13D/A |
Board Governance
- Independence: The board determined all directors other than the CEO (Dively) are independent under Nasdaq rules; McCurry is independent .
- Committees: All independent directors, including McCurry, serve on Audit, Compensation, and Nominating & Governance (NGC); all directors serve on Risk .
- Committee chair roles: McCurry chairs the Risk Committee (compensation table footnote confirms chair stipend) .
- Attendance: In 2024 the board held 14 meetings; all directors attended ≥75% of board and committee meetings (Palmby excepted due to late-2024 appointment) .
- Meeting cadence (2024): Audit (7), Compensation (3), NGC (1), Risk (4) .
- Leadership: CEO is also Chair; board has a Lead Independent Director (Holly Adams) with defined responsibilities (liaison, information flow, executive sessions coordination) .
Fixed Compensation (Director)
| Component (2024) | Amount | Notes |
|---|---|---|
| Company board annual cash retainer | $25,000 | $6,250 quarterly retainer aggregated annually |
| First Mid Bank board retainer | $10,000 | $2,500 quarterly |
| Wealth Management board retainer | $2,000 | $500 quarterly |
| Insurance Group board retainer | $2,000 | $500 quarterly |
| Audit Committee member retainer | $2,500 | $625 quarterly |
| Compensation Committee member retainer | $2,500 | $625 quarterly |
| Nominating & Governance member retainer | $2,000 | $500 quarterly |
| Risk Committee member retainer | $2,000 | Noted in 2024 director fee schedule |
| Risk Committee Chair fee | $4,000 | Chair stipend |
| Total cash fees earned (McCurry) | $52,000 | As reported in 2024 director comp table |
| Equity grant (fully vested common shares) | $23,450 | 700 shares; grant-date fair value |
| Total (cash + equity) | $75,450 | As reported |
- Structure notes: Non-employee directors received 700 fully vested shares in 2024 (prorated for new director Palmby); committee retainers per committee and chair roles as outlined above .
Performance Compensation
- The company does not disclose any performance-based compensation for non-employee directors; director equity grants are time-based and fully vested at grant (700 shares in 2024) . No director-level cash incentive metrics are disclosed .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for McCurry |
| Private/affiliated boards | Providence Bank director since 2015; LINCO Bancshares director 2015–2021 |
| Compensation committee interlocks | None—company states no interlocks requiring disclosure; no committee member was an officer/employee in 2024 |
Expertise & Qualifications
- Education: B.S. in Business Administration and J.D., University of Missouri-Columbia .
- Functional expertise: Bank M&A, corporate finance, regulatory/legal, risk and operational oversight from family office COO/GC role; contributes banking/risk expertise to board oversight (aligns with Risk Committee chair role) .
Equity Ownership
| Metric | Value | Detail |
|---|---|---|
| Total beneficial ownership | 8,766 shares | <1% of class |
| Direct vs deferred | 5,483 direct; 3,284 deferred comp plan | As footnoted for McCurry |
| Ownership guideline | Directors encouraged to own ≥$100,000; all nine directors currently meet threshold | Includes deferred plan shares; guideline (not mandatory) |
| Anti-hedging/pledging | Hedging prohibited; no margin accounts allowed for company stock | Insider Trading Policy |
Insider Trades (recent filings)
| Date (filed) | Filing | Summary |
|---|---|---|
| 2025-07-03 | SEC Form 4 | Filed by “McCurry James Kyle” regarding FMBH beneficial ownership change; see filing index and XML for details |
| 2025-01-03 | SEC Form 4 | Beneficial ownership change; “form4.xml” lists reporting person as McCurry; see filing for quantities/prices |
| 2025-10-03 | SEC Form 4 | Form 4 indexed under company CIK shows “McCurry” filer; see XML for specifics |
| 2024-10-03 | SEC Form 4 | Prior-year Form 4 on insider transactions; see index for details |
- Example transaction detail (from third-party summary of a Form 4): director purchased 323.9 shares at $38.97, increasing indirect holdings to ~3,994 shares; verify share/price in the SEC filing linked above .
- Section 16 compliance: Company disclosed two late Form 4s in 2024 for other insiders (Zimmer and a non-NEO), with no mention of McCurry, implying timely McCurry filings in 2024 .
Related-Party Transactions & Conflicts
- EPL LINCO Trust (5.3% holder) has a registration rights agreement with FMBH (amended Aug 7, 2024); McCurry is COO/GC of Paige Sports Entertainment, an affiliate of the Trust—but “for the avoidance of doubt, Mr. McCurry does not have a beneficial or pecuniary interest in the Common Stock owned by the Trust” .
- The company’s Related Person Transactions Policy requires audit committee approval; the 2025 proxy notes “There were no transactions during 2024” requiring disclosure under Item 404 .
- Director/insider credit and services are on market terms and within normal risk .
Governance Assessment
- Strengths:
- Independent status, broad committee participation, and Risk Committee chair role align with his legal/regulatory risk background—supportive of board risk oversight .
- Solid engagement: board met 14 times in 2024; all directors (excluding a late-year addition) met attendance thresholds; committee cadence indicates active oversight .
- Alignment: Director equity grant and personal holdings; board’s stock ownership guideline of $100k met by all directors; anti-hedging/margin policy strengthens alignment and risk posture .
- No Item 404 related-party transactions in 2024 despite affiliations; 13D/A clarifies McCurry has no beneficial interest in EPL LINCO Trust’s stake, mitigating conflict risk .
- Watch items:
- Registration rights with a significant shareholder (EPL LINCO Trust) and McCurry’s executive role at an affiliate warrant ongoing monitoring for perceived conflicts, though current disclosures indicate no pecuniary interest and no related-party transactions in 2024 .
- Combined CEO/Chair structure is offset by a Lead Independent Director, but investors may continue to prefer periodic reevaluation of the leadership structure .
Overall, McCurry appears to enhance board effectiveness in risk/legal governance with independent status, strong committee engagement, and clear conflict-mitigation disclosures. Continued monitoring of any transactions with Trust affiliates and insider trading/ownership changes via Form 4s is advised .