德美银行 GABC

D. Neil Dauby, 61, is the Company's Chairman and Chief Executive Officer. He was first appointed to our Board effective July 1, 2021. From January 1, 2022 until May 18, 2023, Mr. Dauby served as the Company's President and Chief Executive Officer. He assumed the additional role of Chairman of the Board effective May 18, 2023, at which time Mr. Dauby vacated the office of President. Prior to serving as President and Chief Executive Officer, Mr. Dauby was the Company's President and Chief Operating Officer, a role that he assumed on January 1, 2021 and in which he became directly responsible for all facets of the Company's operations. Mr. Dauby previously served as the Company's Executive Vice President and Chief Commercial Banking Officer. He was designated as an Executive Officer of the Company for certain securities law purposes at the annual reorganization meeting of our Board of Directors held in 2016. Mr. Dauby joined German American in 2001, following a 15-year career in public accounting. He also previously served as president of one of German American's community banking subsidiaries.

On May 18, 2023, Bradley M. Rust was appointed as the Company's President, in addition to his existing role as the Company's Chief Financial Officer. Prior to that appointment, Mr. Rust served as the Company's Senior Executive Vice President, Chief Operating Officer, and Chief Financial Officer, a role that he held since January 1, 2022, when he assumed more extensive involvement in the executive oversight of the operations of the Company's business units as Chief Operating Officer, while continuing in his role as Chief Financial Officer. Prior to assuming the additional operational role, Mr. Rust was the Company's Senior Executive Vice President and Chief Financial Officer, with responsibility for the Company's accounting and finance functions, including mergers and acquisitions, institutional research, and shareholder relations.

Michael F. Beckwith was appointed Executive Vice President and Chief Banking Officer effective April 1, 2023. Mr. Beckwith previously served as the Company's Chief Commercial Banking Officer, a position he held since January 1, 2022. Prior to that, Mr. Beckwith served as the Kentucky Division President, leading the strategic focus in the Company's Kentucky footprint.

Amy D. Jackson was appointed Executive Vice President and Chief Administrative Officer effective January 1, 2022. Ms. Jackson previously served as the Company's Senior Vice President-Administrative Development and Strategic Planning.

Bradley C. Arnett was appointed Senior Vice President, Chief Legal Officer and Corporate Secretary effective September 25, 2023. On January 1, 2025, Mr. Arnett was appointed as an Executive Vice President. Prior to joining the Company, Mr. Arnett was a partner in the Dentons law firm, where his practice was focused in the areas of SEC reporting and compliance; corporate governance; mergers and acquisitions; banking regulation; commercial finance; and public and private securities offerings.

Marc D. Fine, 65, has served as a director of the Company since his election in 2011. He presently serves on the Governance/Nominating Committee of our Board. Mr. Fine was a director of the former Bank of Evansville, having been among its founding director group in 2001. Mr. Fine has practiced law, with a concentration in business, financial and tax matters, in Evansville, Indiana since 1984 and was a founding partner of the law firm of Rudolph, Fine, Porter & Johnson, LLP, in Evansville. Rudolph, Fine, Porter & Johnson, LLP merged in 2014 with Jackson Kelly PLLC. Mr. Fine is currently the Managing Member of the Evansville office of Jackson Kelly PLLC and was formerly a member of the Executive Committee of Jackson Kelly PLLC. He is also active in many civic and community organizations and since 2008 has been a Commissioner of the Indiana Gaming Commission, an official agency of the State of Indiana that oversees the state's gaming industry.

M. Darren Root, 64, was appointed to the Board effective January 1, 2013. Mr. Root serves as the Chairman of the Audit Committee of our Board. Mr. Root is a partner with Better Everyday, LLC and was the founder of Rootworks, LLC, which is now known as Rightworks. Like Rootworks, Better Everyday is a membership-based consulting firm dedicated to educating small and mid-size accounting firms on technology, practice management, marketing, branding, and more. Mr. Root managed his own CPA firm for more than 30 years, and held CITP (Certified Information Technology Professional) and CGMA (Chartered Global Management Accountant) credentials. He is the author of The Intentional Accountant and co-authored the books The E-Myth Accountant and Youtility for Accountants. Mr. Root is also the former Executive Editor of CPA Practice Advisor.

Susan J. Ellspermann, 64, was appointed to our Board effective July 1, 2021. She serves as Chair of the Compensation/Human Resources Committee of our Board. Dr. Ellspermann serves as president of Ivy Tech Community College, the public statewide community college system for the State of Indiana. She previously served as Indiana's Lieutenant Governor and as a State Representative. Her earlier career includes being a founding director of the University of Southern Indiana's Center for Applied Research and Economic Development, and an owner of Ellspermann and Associates, Inc., a business focused on creative problem solving and strategic planning, and holding industrial engineering positions at GM, Michelin and Frito-Lay. Our Board believes that Dr. Ellspermann's unique perspective as it relates to the workforce, corporate, and political environment in which we operate will be invaluable to German American as we strive to better serve each of these sectors of our business. Her expertise and leadership in economic development and her meaningful local and state knowledge are significant assets to German American.

Jack W. Sheidler, 68, was appointed to our Board effective October 15, 2019, as a result of the merger with Citizens First Corporation (Citizens). Mr. Sheidler, who was the Chairman of the Board of Citizens since 2009, has been an active real estate investor/developer for over 35 years. He is the CEO and principal of various real estate development and investment companies, based in Bowling Green, Kentucky. His companies primarily focus on multi-family, retail, and office acquisition or development throughout the Southeast.

Jason M. Kelly, 50, was appointed to our Board effective January 1, 2019. He presently serves on the Audit Committee of our Board. Mr. Kelly is the Chief Financial Officer of Jasper Holdings, Inc., the parent company of Jasper Engines & Transmissions and Weller Truck Parts, along with other diversified automotive brands. Collectively, Jasper Holdings, Inc. employs more than 4,400 Associate Owners throughout the United States. Mr. Kelly was previously the President and CEO of a large family-owned multi-concept franchised restaurant company based in Jasper for 12 years. Mr. Kelly has extensive experience in ESOP companies and a deep background in real estate, banking, information technology, and finance, having been the CFO of a mid-size commercial construction and development company in Central Indiana and regional CFO for one of the largest homebuilding companies in North America. Prior to joining our Board, Mr. Kelly served on one of German American Bank's regional advisory boards.

Diane B. Medley, 69, was appointed to our Board effective July 1, 2022. She presently serves on the Audit Committee of our Board. Ms. Medley is the Managing Member of Waterfront Financial Group, LLC, a CPA and advisory firm in Louisville, Kentucky. Previously, she was the former Managing Partner and Co-founder of MCM CPA & Advisors LLP, where she was the first woman in the region to hold such a position. Over the years, she has also extended her leadership and expertise to many organizations across Kentucky and Indiana.

Angela Curry, 52, was appointed to our Board effective January 1, 2023. She is a member of the Compensation/Human Resources Committee of our Board. Ms. Curry serves as General Counsel/Vice President for Legal, Governance & Strategic Initiatives at the University of Louisville. As General Counsel, Ms. Curry serves as the University's chief legal officer. She directs and manages the provision of all legal services to the University of Louisville while supporting and advancing the overall mission and Cardinal Principles. In addition to her role as General Counsel and Vice President for Legal Affairs, in 2021, Ms. Curry was appointed to serve as Interim Chief of Staff for the University, and now serves as Vice President for Governance and Strategic Initiatives in addition to her role as Chief Legal Counsel. She is very active in several Louisville civic organizations and serves on the Boards of the Speed Art Museum and Louisville Legal Aid Society.

On June 30, 2025, the Board of Directors (the Board) of German American Bancorp, Inc. (the Company) appointed Andrew M. Seger to the Board for a term commencing on July 1, 2025 and expiring at the Company's 2026 Annual Meeting of Shareholders, at which time he will be considered for election to a three-year term. Andrew M. Seger is Chief Financial Officer and Senior Vice President of Sales for Wabash Valley Produce, Inc., an egg products company headquartered in Dubois, Indiana. Prior to joining Wabash Valley full time in 2011, Mr. Seger spent ten years at Frontenac, a Chicago-based private equity firm, where he became a principal and also served on the Board of Directors for numerous private equity-owned companies. Prior to Frontenac, Mr. Seger spent two years as an investment banking analyst at Goldman Sachs. He also currently serves on the Advisory Board of the Johnson Center for Entrepreneurship and Innovation for Indiana University and as President of the Economic Development and Redevelopment Commissions for the City of Jasper, Indiana.

On February 1, 2025, In Connection with the contemplated by the Merger Agreement, Mr. Ronnie R. Stokes appointed to the Company's Board of Directors. Mr. Stokes is President and Chief Executive Officer at Three Leaf Productions, Inc., which provides integrated marketing and printing services nationwide. He also is an owner of LARS Properties, LLC, which offers real estate investment, property management, and commercial painting services. Mr. Stokes is in his 28th season as the on-air, expert analyst for The Ohio State University's Men's Basketball radio network.

Vicki L. Schuler was appointed Senior Vice President and Controller in July 2016 and designated as the Company's Principal Accounting Officer effective as of January 1, 2022. Prior to being appointed as Senior Vice President and Controller, Ms. Schuler held various positions in the accounting department of the Company and the bank.

On February 1, 2025, In Connection with the contemplated by the Merger Agreement, Mr. G. Scott McComb appointed to the Company's Board of Directors. Mr. McComb was Heartland's Chairman, President and CEO, a role he held since 2011. Mr. McComb first joined Heartland in 1999 as Director of Internet Banking. Since then, Mr. McComb served in various senior leadership roles at Heartland Bank including Senior Vice President of Customer Relations, and Executive Vice President and Chief Operating Officer. He was promoted to President in September 2008, CEO in 2009, and Chairman in 2011.

Clay M. Barrett was appointed Executive Vice President and Chief Digital and Information Officer effective January 1, 2022. From July 2016 until appointment to his current position, Mr. Barrett served as Senior Vice President-Technology and Operations for the Company.

On March 4, 2024, German American Bancorp, Inc. appointed W. Scott Powell as Executive Vice President and Chief Credit Officer, effective on April 1, 2024. Mr. Powell, age 61, currently serves as Regional Executive Vice President and Commercial Credit Officer for the Company's Southeast Region. Prior to that, he had served as Executive Vice President and Chief Credit Officer of First Security Bank, which was acquired by the Company on October 15, 2018. Mr. Powell has 33 years of banking experience with community and national banks, in small and large metropolitan markets, and 20 years of relevant leadership experience.