Michael Blum
About E. Michael Blum
E. Michael (“Michael”) Blum, age 69 as of December 31, 2024, has served on the Richmond Mutual Bancorporation, Inc. (RMBI) board (and its bank subsidiary board) since 1993, and is currently the Company’s Lead Independent Director and Chair of the Corporate Governance & Nominating Committee (CGN). He retired after selling Bullerdick’s, a Richmond, IN furniture and mattress retailer he owned and led since 1987, bringing decades of small-business leadership and community engagement to the board. The board has affirmed his independence under Nasdaq and SEC rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bullerdick’s (Richmond, IN) | President & Owner | 1987–2023 | Built and led a long-standing retail business; management, financial and administrative experience cited as board-relevant skills. |
| Richmond Mutual Bancorporation/First Bank Richmond | Director | 1993–present | Lead Independent Director; governance oversight and local market knowledge. |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Richmond Redevelopment Commission | Member | Not disclosed | Current public-sector economic development role. |
| Main Street Center City Development | Past President & Director | Not disclosed | Community-based nonprofit focused on downtown revitalization. |
Board Governance
- Independence: Determined independent by the board under Nasdaq/SEC rules.
- Lead Independent Director: Presides over executive sessions of non-management directors; liaison to combined Chair/CEO.
- Committees:
- Corporate Governance & Nominating Committee (Chair): Independent committee; met once in 2024.
- Audit Committee: Members are Jackson (Chair), Hanley, Girten (Blum is not a member); met four times in 2024.
- Compensation Committee: Members are Wetzel (Chair), Girten, Hanley (Blum is not a member); met three times in 2024.
- Board meetings and attendance: Company board held 4 regular and 2 special meetings; bank board held 12 meetings; no incumbent director attended fewer than 75% of combined board and committee meetings in 2024.
- Annual meeting attendance: All directors attended last year’s annual meeting.
- Age and tenure governance: Mandatory retirement age is 76; Blum is 69.
Fixed Compensation
| Year (Director) | Cash Fees ($) | Stock Awards ($) | Option Awards ($) | All Other Comp ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | 43,700 | — | — | 2,954 (dividends on restricted stock) | 46,654 |
- Director fee structure (2024): RMBI annual retainer $12,000; First Bank Richmond annual retainer $14,500; $1,000 per bank board meeting; $250 per committee meeting; $300 per meeting for committee chairs (bank-level). Amounts reflected in above totals.
Performance Compensation
| Equity Vehicle | Holdings/Grant Detail | Vesting | Notes |
|---|---|---|---|
| Restricted Stock | 3,517 shares held as of 12/31/2024 | Scheduled to vest June 30, 2025 | Dividends paid on restricted shares; dividends of $2,954 reported in 2024. |
| Stock Options | 36,580 options outstanding as of 12/31/2024 | 8,116 options scheduled to vest June 30, 2025 | 28,464 options were exercisable within 60 days (beneficial ownership). |
- Acceleration provisions: Vesting accelerates on death, disability, or change in control; upon other termination, unvested awards are canceled and exercise period on remaining vested options reduces to three months.
- 2024 equity grants: No new director stock or option awards in 2024 (table shows “—”).
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | None disclosed in RMBI’s proxy. |
| Committee roles at other public companies | None disclosed. |
| Interlocks with competitors/suppliers/customers | None disclosed. |
Expertise & Qualifications
- Small-business operator and owner with leadership, management, financial, and administrative skills from decades running Bullerdick’s.
- Deep knowledge of local economy and business community; 30+ years as a bank director.
- Governance experience as Lead Independent Director and CGN Committee Chair.
Equity Ownership
| As of Record Date | Total Beneficial Ownership (shares) | % of Outstanding | Components |
|---|---|---|---|
| March 24, 2025 | 71,149 | <1% (asterisk in table) | Includes 3,517 restricted shares with voting/no investment power ; options to acquire 28,464 shares exercisable within 60 days . |
| Shares outstanding | 10,581,042 | — | — |
- Hedging/pledging policy: Directors and executive officers are prohibited from hedging and from holding/pledging Company stock in margin accounts or as loan collateral.
- Ownership guidelines: Not disclosed for directors in the proxy.
Insider Trades
| Date | Transaction | Shares | Notes |
|---|---|---|---|
| June 5, 2024 | Open-market purchase | 1,000 | Reported late via Form 5 filed Feb 4, 2025. |
| August 26, 2024 | Open-market purchases | 3,000 | Four transactions on same day; reported late via Form 5 filed Feb 4, 2025. |
RED FLAG: Section 16(a) compliance – Form 5 filed for Blum on Feb 4, 2025 reflecting two late reports for 2024 purchases. While modest in size, late filings are a governance compliance blemish.
Related-Party and Conflicts Review
- Ordinary-course loans to directors are permissible under banking regulations; the proxy reports no transactions exceeding $120,000 in 2024–2023 other than specified items unrelated to Blum.
- No related-party transactions involving Blum are disclosed above reporting thresholds.
Governance Assessment
- Strengths
- Independent director; serves as Lead Independent Director, enhancing independent oversight under combined Chair/CEO structure.
- Chairs the CGN Committee, which oversees board composition, skills, and annual committee assignments; CGN is fully independent.
- Attendance threshold met; board and bank boards were active in 2024 (4 regular + 2 special Company meetings; 12 bank meetings).
- Alignment: Holds RMBI equity (restricted stock and options), and company policy forbids hedging and pledging, supporting alignment with shareholders.
- Watch items
- Section 16 late filings (Form 5) for small open-market purchases in 2024—procedural compliance red flag to monitor.
- Long tenure (director since 1993) and age-based retirement limit at 76; board refreshment handled via CGN processes, but no term limits beyond age cap.