Dean Weinert
President, Mutual Federal (division of First Bank Richmond) at Richmond Mutual Bancorporation
Executive
About Dean Weinert
Dean W. Weinert served as President/Market President of Mutual Federal, a division of First Bank Richmond (RMBI), and retired effective April 11, 2025 after joining the organization in 2010; his tenure focused on growing RMBI’s Ohio presence, including expansion into Columbus and integration following the First Bank Richmond/Mutual Federal combination . He was born in 1953 . RMBI’s insider trading policy prohibits pledging or hedging of company stock by executive officers, supporting alignment between ownership and shareholder outcomes . RMBI’s proxy statements do not disclose executive-specific TSR, revenue, or EBITDA metrics for Mr. Weinert; annual bonuses are characterized as discretionary rather than formulaic .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Mutual Federal (division of First Bank Richmond) | Market President/President | 2010–2025 | Strengthened Ohio market presence; led expansion into key markets including Columbus; supported integration post-merger |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Mutual Federal Advisory Board | Advisory Director | Not disclosed | Advisory oversight; RMBI proxies disclose $5,000 annual fee for advisory board service |
Fixed Compensation
Multi-year compensation from RMBI DEF 14A summary tables:
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Base Salary ($) | 209,385 | 215,385 | 222,846 | 231,731 | 235,461 |
| Bonus ($) | 7,550 | 8,100 | 30,350 | 30,350 | 20,350 |
| Stock Awards ($) | 284,868 | — | — | — | — |
| Option Awards ($) | 196,812 | — | — | — | — |
| All Other Compensation ($) | 32,817 | 55,272 | 40,146 | 31,171 | 35,987 |
| Total ($) | 731,432 | 278,757 | 293,342 | 293,252 | 291,798 |
Notes: Bonuses are discretionary per proxy footnotes . “All Other Compensation” includes advisory board fees, dividends on restricted shares, 401(k) match, and ESOP allocations for Weinert .
Performance Compensation
- RMBI does not disclose formulaic performance metrics (e.g., revenue, EBITDA, TSR targets) for Mr. Weinert; bonus amounts are discretionary .
- Equity awards granted October 1, 2020 following IPO: restricted stock and stock options with structured vesting through June 30, 2025; option strike $10.53; expiration October 1, 2030 .
Detailed incentive structure:
| Component | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Discretionary Annual Bonus | N/A (discretionary) | Not disclosed | Not formulaic | Paid per year ($8,100 in 2021; $30,350 in 2022–2023; $20,350 in 2024) | Annual cash |
| Restricted Stock (grant 10/1/2020) | N/A | Not disclosed | Not disclosed | Grant-date fair value $ for 27,053 shares in 2020 | Vests in equal annual tranches: 2021 table indicates vesting in five equal annual installments commencing 6/30/2021 ; subsequent tables show remaining vesting on 6/30/2022–6/30/2025 |
| Stock Options (grant 10/1/2020) | N/A | Not disclosed | Not disclosed | Grant-date fair value for 67,633 options in 2020 | $10.53 strike; expires 10/1/2030; standard vesting progression reflected in “Outstanding Equity Awards” tables |
Outstanding equity awards detail (year-end snapshots):
| Metric | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Options Exercisable (shares) | 13,527 | 27,054 | 40,580 | 54,107 |
| Options Unexercisable (shares) | 54,106 | 40,579 | 27,053 | 13,526 |
| Option Exercise Price ($) | 10.53 | 10.53 | 10.53 | 10.53 |
| Option Expiration | 10/1/2030 | 10/1/2030 | 10/1/2030 | 10/1/2030 |
| Restricted Stock Unvested (shares) | 21,642 | 16,231 | 10,820 | 5,410 |
| Market Value of Unvested ($) | 347,354 | 211,165 | 124,538 | 76,552 |
| Remaining Vesting Schedule | 6/30/2022–6/30/2025 | 6/30/2023–6/30/2025 | 6/30/2024–6/30/2025 | 6/30/2025 |
Equity Ownership & Alignment
- Beneficial ownership progression and alignment:
| Metric | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|
| Shares Beneficially Owned | 101,002 | 125,276 | 149,235 | 172,213 |
| % of Shares Outstanding | <1% of 12,312,470 | 1.1% of 11,685,693 | 1.3% of 11,115,887 | 1.6% of 10,581,042 |
- 2023 footnote breakdown: includes jointly held shares with spouse, spouse-owned shares, Weinert’s and spouse’s restricted stock, ESOP allocations, and options held by both; spouse served as SVP of Operations & Retail Banking .
- Pledging/Hedging: RMBI’s insider trading policy prohibits directors and executive officers from holding company stock in margin accounts or pledging as collateral; hedging transactions (e.g., collars, swaps) are also prohibited .
- Ownership Guidelines: No executive stock ownership guidelines are disclosed in the cited proxy excerpts for Mr. Weinert; not assessed.
Employment Terms
- Retirement: Announced March 7, 2025; effective April 11, 2025 as Market President of Mutual Federal .
- Change-in-Control agreements: RMBI entered CIC agreements with CFO Bradley Glover and President/COO Paul Witte on May 22, 2025 (two times base amount cash severance and up to 24 months insurance benefits upon qualifying termination within 12 months post-CIC, subject to a release and 280G cutback); no CIC agreement for Mr. Weinert is disclosed .
- Merger-related severance policy (for covered employees without individual severance agreements): two weeks of base salary per completed year of service, with minimum 4 weeks and maximum 26 weeks, contingent on a release; no tax gross-ups; 280G cutbacks referenced elsewhere in agreement representations .
Performance & Track Record
- Strategic outcomes: During his tenure, Weinert strengthened RMBI’s Ohio footprint and advanced expansion into Columbus; his leadership supported community banking and relationship-driven growth .
- Transition: Bill Daily appointed as Ohio Market President of Mutual Federal following Weinert’s retirement, supporting leadership continuity .
Related Party Transactions
- Spouse employment compensation: Robin Weinert (SVP/Operations & Retail Banking) earned $203,559 (2021), $204,875 (2022), $210,190 (2023), and $233,154 (2024; retired July 2024) .
- Loans: Executive officer and director loans complied with banking regulations; no unfavorable features; standard terms per RMBI disclosures .
Compensation Structure Analysis
- Shift to cash vs. equity: Large equity grants occurred in 2020 (restricted stock and options) with subsequent years showing no additional equity grants to NEOs, and cash bonuses remained discretionary; suggests limited ongoing equity refresh for Weinert post-IPO .
- Risk profile of equity: Options at $10.53 strike expiring 2030 with vesting stepped down annually; remaining unvested restricted shares at 12/31/2024 scheduled to vest 6/30/2025 (post-retirement), but treatment upon retirement is not disclosed in proxies .
- Clawbacks/Tax gross-ups: No golden parachute tax gross-ups; CIC agreements for other executives include 280G cutback mechanics; clawback policy not detailed in cited excerpts .
Equity Ownership & Incentives Tables
Vesting schedule summary for 2020 restricted stock grant:
| Vesting Tranche | Shares Remaining at YE 2021 | Shares Remaining at YE 2022 | Shares Remaining at YE 2023 | Shares Remaining at YE 2024 | Vest Date |
|---|---|---|---|---|---|
| Tranche 1 | 21,642 | — | — | — | 6/30/2022 |
| Tranche 2 | — | 16,231 | — | — | 6/30/2023 |
| Tranche 3 | — | — | 10,820 | — | 6/30/2024 |
| Tranche 4 | — | — | — | 5,410 | 6/30/2025 |
Options position (progression):
| Year-End | Exercisable | Unexercisable | Strike | Expiry |
|---|---|---|---|---|
| 2021 | 13,527 | 54,106 | 10.53 | 10/1/2030 |
| 2022 | 27,054 | 40,579 | 10.53 | 10/1/2030 |
| 2023 | 40,580 | 27,053 | 10.53 | 10/1/2030 |
| 2024 | 54,107 | 13,526 | 10.53 | 10/1/2030 |
Say-on-Pay & Peer Group
- Not disclosed in the cited excerpts of 2022–2025 proxies for Weinert specifically; unable to assess peer group benchmarking or say-on-pay outcomes for his compensation in the provided materials.
Investment Implications
- Alignment: Ownership increased to 1.6% by March 24, 2025 with prohibitions on pledging/hedging, indicating solid skin-in-the-game and reduced misalignment risk .
- Equity overhang and selling pressure: Remaining unvested RS tranches as of 12/31/2024 were scheduled to vest 6/30/2025, potentially creating supply if awards settled in shares; however, Weinert retired in April 2025 and award treatment at retirement is not disclosed—monitor subsequent filings for any accelerated vesting or share withholding disclosures .
- Pay-for-performance risk: Discretionary bonuses without disclosed performance scorecards limit transparency on pay-for-performance; lack of recurring equity grants post-2020 suggests lower ongoing equity incentive risk for dilution, but option overhang persists through 2030 .
- Governance watchpoints: Related-party disclosures regarding spouse employment were consistently reported and compliant with banking regulations; no pledging/hedging allowed; no individual CIC agreement for Weinert disclosed, which is now moot post-retirement .