Form 4: CrossFirst Bankshares President Reports Share Disposals and Derivative Conversions Following Merger with First Busey Corporation

W. Randall Rapp, President of CrossFirst Bank, reports the disposal of common and preferred stock, along with the conversion of restricted stock units and stock appreciation rights, following the merger between CrossFirst Bankshares and First Busey Corporation.

Summary

• W. Randall Rapp, President of CrossFirst Bankshares, filed a Form 4 detailing changes in beneficial ownership after the merger with First Busey Corporation.
• The report indicates the disposal of 59,194 shares of common stock and 50 shares of Series A Non-Cumulative Perpetual Preferred Stock on March 1, 2025, due to the merger agreement.
• Restricted stock units were converted into restricted stock units of Busey common stock, with the number of shares adjusted based on the exchange ratio of 0.6675.
• Stock-settled appreciation rights (SSARs) were also converted into stock appreciation rights of Busey common stock, with adjustments to the number of shares and exercise price based on the exchange ratio.
• The merger resulted in CrossFirst Bankshares merging into First Busey Corporation, with Busey as the surviving entity.

Sentiment

Score: 7

Explanation: The document is a standard regulatory filing detailing the execution of a previously announced merger. The sentiment is neutral, reflecting the completion of a corporate action.

Future Outlook

The document outlines the completion of the merger between CrossFirst Bankshares and First Busey Corporation, with Busey as the surviving entity. Future outlook would depend on the performance and integration of the combined entity.

Industry Context

The merger reflects a trend of consolidation in the banking industry, where smaller banks are merging with larger institutions to achieve economies of scale and expand their market presence. This is a common strategy to enhance competitiveness and navigate the evolving regulatory landscape.

Comparison to Industry Standards

• Comparing the exchange ratio of 0.6675 shares of Busey for each share of CrossFirst to similar bank mergers would provide context on the deal's valuation.
• Analyzing the terms of the restricted stock unit and stock appreciation right conversions against standard practices in executive compensation during mergers would be relevant.
• Comparing the combined entity's performance against regional and national bank benchmarks would be necessary to assess the success of the merger.

Stakeholder Impact

• Shareholders of CrossFirst Bankshares received shares of First Busey Corporation and cash in exchange for their shares.
• Employees of CrossFirst Bankshares may experience changes as a result of the merger with First Busey Corporation.
• Customers of both banks will be integrated into the combined entity.

Key Dates