First Busey (Nasdaq: BUSE) extends CEO deal and sets cash dividend
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
First Busey Corporation extended Van A. Dukeman’s term as Chairman, President and Chief Executive Officer, and Chief Executive Officer of Busey Bank, through July 1, 2029 (the “Expected Term”), with his compensation framework unchanged but subject to periodic review for performance and market conditions.
In exchange for extending his term and foregoing his 2029 long‑term equity award, Dukeman will receive a one‑time retention grant of restricted stock units with an aggregate grant date value of $2,067,749.88, vesting on July 1, 2029 if he remains employed, or upon a qualifying termination, death or disability during the Expected Term. Following a qualifying termination (without cause or a resignation under constructive discharge rights), he is entitled to any earned but unpaid incentives, base salary and annual bonuses for the remainder of the Expected Term, certain retirement and benefit contributions through year‑end, and one year of continued life, health and disability coverage. He must continue to hold at least 300,000 shares of common stock for two years after his employment ends, while his existing employment agreement, including the non‑competition covenant, otherwise remains in effect.
On July 14, 2026, the company declared a quarterly cash dividend of $0.26 per common share, payable on July 31, 2026 to shareholders of record on July 24, 2026. As of March 31, 2026, First Busey was an $18.04 billion financial holding company, with Busey Bank assets of $18.01 billion, 80 banking centers in 10 states, and Wealth Management assets under care of $15.65 billion.
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8-K Event Classification
3 items: 5.02, 8.01, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Retention RSU Award: $2,067,749.88
Quarterly Dividend: $0.26 per share
Total Assets: $18.04 billion
+4 more
7 metrics
Retention RSU Award
$2,067,749.88
Grant date value of one-time Retention RSUs for Van A. Dukeman
Quarterly Dividend
$0.26 per share
Cash dividend on common stock payable July 31, 2026 to holders of record July 24, 2026
Total Assets
$18.04 billion
First Busey Corporation total assets as of March 31, 2026
Busey Bank Assets
$18.01 billion
Busey Bank total assets as of March 31, 2026
Assets Under Care
$15.65 billion
Wealth Management assets under care as of March 31, 2026
Banking Centers
80
Number of Busey Bank banking centers across multiple U.S. states
CEO Expected Term End
July 1, 2029
End date of Van A. Dukeman’s Expected Term as CEO under the letter agreement
Key Terms
restricted stock units, qualifying termination, constructive discharge, non-competition covenant, +2 more
6 terms
restricted stock units financial
"a one-time retention award in the form of restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
qualifying termination financial
"each such termination, a “qualifying termination”"
constructive discharge financial
"resigns in accordance with his constructive discharge rights"
non-competition covenant financial
"remains subject to the non-competition covenant set forth"
financial holding company financial
"was an $18.04 billion financial holding company headquartered"
A financial holding company is a parent firm that owns and oversees banks and other financial businesses, such as lending, insurance, or investment services. It matters to investors because it bundles several money-making activities under one roof—like a parent managing several children—so returns, risks, and regulatory rules for banking apply to the whole group; trouble in one unit can affect the company’s profits, capital needs, and dividends.
assets under care financial
"Assets under care totaled $15.65 billion as of March 31, 2026"
FAQ
What did First Busey (BUSE) announce about CEO Van Dukeman's contract?
First Busey extended Van A. Dukeman’s CEO term through July 1, 2029 via a new letter agreement. He will continue as Chairman, President and CEO of First Busey and Chairman and CEO of Busey Bank under the agreed contract terms.
What are the key terms of Van Dukeman's retention award at First Busey (BUSE)?
Van Dukeman will receive one‑time Retention RSUs with a grant date value of $2,067,749.88. These restricted stock units vest on July 1, 2029, subject to his continued employment, or earlier upon a qualifying termination, death or disability during the Expected Term.
What dividend did First Busey (BUSE) declare and when will it be paid?
First Busey declared a quarterly cash dividend of $0.26 per common share on its common stock. The dividend is payable on July 31, 2026 to stockholders of record as of July 24, 2026, covering all outstanding common shares.
How large is First Busey Corporation (BUSE) in terms of assets?
As of March 31, 2026, First Busey Corporation had total assets of $18.04 billion. Its banking subsidiary, Busey Bank, reported $18.01 billion in assets, while the Wealth Management division oversaw $15.65 billion in assets under care.
What severance and benefits could Van Dukeman receive after a qualifying termination at BUSE?
After a qualifying termination, Dukeman is entitled to earned but unpaid incentives, base salary and annual bonuses for the Expected Term’s remainder, certain retirement and benefit contributions through that year’s end, and one year of continued life, health and disability coverage.
How extensive is Busey Bank's footprint under First Busey (BUSE)?
Busey Bank operates 80 banking centers across 10 states. These locations span central Illinois, suburban Chicago, the St. Louis and Dallas‑Fort Worth areas, plus markets in Kansas, Indiana, New Mexico, Florida, Oklahoma, Colorado and Arizona.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): July 13, 2026
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(Exact name of Registrant as specified in its charter)
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| (State of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
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| N/A | ||||||||
| (Former name or former address, if changed since last report.) | ||||||||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). ☐
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Letter Agreement with Van A. Dukeman
On July 13, 2026, First Busey Corporation (“First Busey”) entered into a letter agreement (the “Letter Agreement”) with Van A. Dukeman, the Chairman, President and Chief Executive Officer of First Busey, and Chairman and Chief Executive Officer of Busey Bank (the “Bank”). The Letter Agreement represents the extension of Mr. Dukeman’s current term serving as Chief Executive Officer of First Busey and Chief Executive Officer of the Bank for approximately three years through July 1, 2029 (the “Expected Term”), which First Busey’s Board of Directors has deemed to be in the best interests of First Busey at this time.
Mr. Dukeman’s base salary, annual bonus and long-term equity incentive opportunities remain unchanged. The Letter Agreement provides that First Busey will review Mr. Dukeman’s base salary, annual bonus and long-term equity incentive opportunities from time to time based on personal performance, company performance and market conditions. As long as Mr. Dukeman remains employed during the Expected Term, he will continue to be eligible for an annual bonus for each year he is employed, prorated for any partial years, and be eligible for an annual long-term equity incentive award in 2027 and 2028 (but not 2029).
Pursuant to the Letter Agreement, in consideration for Mr. Dukeman’s agreement to extend his current term and to forgo his annual long-term equity incentive award in 2029, First Busey will grant him a one-time retention award in the form of restricted stock units (the “Retention RSUs”) with an aggregate grant date value of $2,067,749.88, which will vest on July 1, 2029, subject to his continued employment through such date. In the event that, prior to the end of the Expected Term, Mr. Dukeman experiences a qualifying termination, as defined below or pursuant to the First Busey Corporation Second Amended 2020 Equity Incentive Plan, or Mr. Dukeman’s employment terminates due to his death or disability, the Retention RSUs will vest.
Pursuant to the Letter Agreement, in the event that (a) Mr. Dukeman’s employment is terminated without cause or (b) Mr. Dukeman resigns in accordance with his constructive discharge rights (each such termination, a “qualifying termination”), Mr. Dukeman will be entitled to (i) any annual bonus or long-term incentive award earned or accrued but not yet paid, (ii) an amount equal to the sum of (x) his then applicable base salary through the remainder of the Expected Term and (y) annual performance bonuses (based on his then most recent annual performance bonus) that would have been paid during the remainder of the Expected Term, (iii) payment for the value of the contributions that would have been made to Mr. Dukeman under all applicable retirement and other employee benefit plans had his employment continued through December 31 of the year in which such termination of employment occurs and (iv) continuing coverage under all existing life, health and disability programs for one year following his termination date.
The Letter Agreement also requires that Mr. Dukeman continue to hold no less than 300,000 shares of First Busey’s common stock through the second anniversary of his termination of employment.
Except as provided therein, the Letter Agreement does not amend or change Mr. Dukeman’s existing employment agreement, which was previously amended pursuant to the letter agreement between Mr. Dukeman and First Busey dated as of August 26, 2024 (the “Prior Letter Agreement”). Accordingly, the current vesting treatment of Mr. Dukeman’s equity awards other than the Retention RSUs will continue to apply, and Mr. Dukeman remains subject to the non-competition covenant set forth in the Prior Letter Agreement.
The foregoing description of the Letter Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Letter Agreement, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
In connection with the execution of the Letter Agreement, First Busey issued a press release. A copy of the press release is attached hereto as Exhibit 99.1.
The information in Exhibit 99.1 attached hereto is being “furnished” and will not, except to the extent required by applicable law or regulation, be deemed “filed” by First Busey for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor will any of such information or exhibits be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Item 8.01 Other Events.
On July 14, 2026, First Busey declared a quarterly cash dividend of $0.26 per share on its outstanding shares of common stock. The dividend is payable on July 31, 2026, to stockholders of record as of July 24, 2026.
Item 9.01. Financial Statements and Exhibits.
Exhibit Number | Description of Exhibit | |||||||
| 10.1 | Letter Agreement, dated July 13, 2026, by and among First Busey Corporation, Busey Bank and Van A. Dukeman.* | |||||||
| 99.1 | Press Release, dated July 14, 2026. | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101) | |||||||
*Filed herewith
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
FIRST BUSEY CORPORATION | |||||||||||||||||
| Date: | July 14, 2026 | By: | /s/ CHRISTOPHER H.M. CHAN | ||||||||||||||
| Christopher H.M. Chan | |||||||||||||||||
| Chief Financial Officer | |||||||||||||||||
1 FOR IMMEDIATE RELEASE Tuesday, July 14, 2026 CONTACT: Kristen Bosch 217.365.4721 kristen.bosch@busey.com Busey, Dukeman Agree to Contract Extension Longtime Busey Chairman & CEO to Remain Through July 2029 Leawood, KS – First Busey Corporation (FBC) announced on Tuesday, July 14 that Chairman, President and CEO Van Dukeman will continue to lead the company and Busey Bank as CEO through July 1, 2029, per a letter agreement with the company. Dukeman will also continue to serve as Chairman and President of FBC, and as Chairman of the board of directors of Busey Bank. The contract extension formally reaffirms Dukeman’s commitment to Busey and continuing to earn the right to keep the organization independent. “This is an incredibly exciting time for our company,” Dukeman said of his decision to extend his term as Chairman and CEO with Busey. “Profitability is strong with our hallmark, quality balance sheet, valuable core deposit franchise and wealth management practice along with a disciplined relationship banking strategy. We are laser focused on executing our go-to-market strategy through our unique regional operating model, with a demonstrated commitment to Busey’s diverse geographic footprint that includes 80 locations across 10 states.” Dukeman has led Busey since 2007 when he was named President and CEO following the merger of equals with Main Street Bank and Trust, where he served as President and CEO from 1998 to the time of the Busey merger—in sum over 28 years as the CEO. Under his leadership, Busey has grown from $4 billion to more than $18 billion in assets over the last two decades through organic growth and by executing on a sequence of nine strategic acquisitions—resulting in transformational, intentional growth for Busey’s banking and wealth management services. Under Dukeman’s direction, Busey has built a full-scale commercial bank with a powerful combination of banking, wealth management and payments offerings—providing a full suite of financial solutions and nearly 1,900 dedicated associates serving Busey’s valued clients. Pursuant to the letter agreement, upon the end of his tenure as CEO, Dukeman will retain at least 300,000 shares of FBC’s common stock for a two-year period. “We have a best-in-class executive management team that lead and implement priority projects across the franchise,” Dukeman said. “Our board of directors and I have the utmost confidence in this team, their ability to lead and dedication to this great organization. Viable internal succession options exist with several executive team members able to step in when the time for leadership transition eventually arrives. I will continue to work together with all of them to ensure this company remains Busey well into the future.” Corporate Profile As of March 31, 2026, First Busey Corporation (Nasdaq: BUSE) was an $18.04 billion financial holding company headquartered in Leawood, Kansas. Busey Bank, a wholly-owned bank subsidiary of First Busey Corporation headquartered in Champaign, Illinois, had total assets of $18.01 billion as of March 31, 2026. Busey Bank currently has 80 banking centers, with 21 in central Illinois markets, 17 in suburban Chicago markets, 20 in the St. Louis Metropolitan Statistical Area, four in the Dallas-Fort Worth Metropolitan Statistical Area, three in the Kansas City Metropolitan Statistical Area, three in southwest Florida, three in Oklahoma, three in Colorado, three in Arizona, one in Indianapolis, Indiana, one in Wichita, Kansas, and one in Clayton, New Mexico. More information about Busey Bank can be found at busey.com.
2 Through Busey’s Wealth Management division, the Company provides a full range of asset management, investment, brokerage, fiduciary, philanthropic advisory, tax preparation, and farm management services to individuals, businesses, and foundations. Assets under care totaled $15.65 billion as of March 31, 2026. More information about Busey’s Wealth Management services can be found at busey.com/wealth-management. Busey Bank’s payment technology solutions specialize in the evolving financial technology needs of small and medium-sized businesses, highly regulated enterprise industries, and financial institutions. Busey provides comprehensive and innovative payment technology solutions, including online, mobile, and voice-recognition bill payments; money and data movement; merchant services; direct debit services; lockbox remittance processing for payments made by mail; and walk-in payments at retail agents. Additionally, Busey simplifies client workflows through integrations enabling support with billing, reconciliation, bill reminders, and treasury services. Busey is honored to be consistently recognized as an outstanding financial services organization with an engaged culture of integrity and commitment to community development. Nationally, American Banker named Busey a Best Bank to Work For since 2016 while Pensions and Investments has recognized us a Best Place to Work in Money Management since 2018. At the local level, Busey is continually honored among the Best Places to Work in Illinois (since 2016), Best Companies to Work For in Florida (since 2017) and Best Places to Work in Indiana (since 2024). ###