UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 11-K
| þ | Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 | ||||
For the Fiscal Year Ended December 31, 2024
| o | Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 | ||||
| Commission File No. | 0-15950 | (First Busey Corporation) | ||||||||||||
| 33-30095 | (First Busey Corporation Profit Sharing Plan and Trust) | |||||||||||||
A. Full title of the plan and the address of the plan, if different from that of the issuer named below:
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
FIRST BUSEY CORPORATION
100 W. University Avenue
Champaign, Illinois 61820
FIRST BUSEY CORPORATION
PROFIT SHARING PLAN AND TRUST
FINANCIAL STATEMENTS
DECEMBER 31, 2024 AND 2023
Table of Contents
2
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Employee Benefits and Compensation Committee and Plan Participants of
The First Busey Corporation Profit Sharing Plan and Trust
Champaign, Illinois
Opinion on the Financial Statements
We have audited the accompanying statements of net assets available for benefits of the First Busey Corporation Profit Sharing Plan and Trust (the “Plan”) as of December 31, 2024 and 2023, and the related statement of changes in net assets available for benefits for the year ended December 31, 2024, and the related notes and schedules (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of First Busey Corporation Profit Sharing Plan and Trust as of December 31, 2024 and 2023, and the changes in net assets available for benefits for the year ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Supplemental Information
The supplemental information contained in Form 5500, Schedule H, Line 4i - Schedule of Assets (Held at End of Year) and Form 5500, Schedule H, Line 4a – Schedule of Delinquent Participant Contributions as of December 31, 2024, has been subjected to audit procedures performed in conjunction with the audit of the Plan's financial statements. The supplemental information is the responsibility of the Plan's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole.
/s/ FGMK, LLC
We have served as the Company’s auditor since 2023.
Bannockburn, Illinois
June 27, 2025
3
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2024 AND 2023
| As of December 31, | |||||||||||
| 2024 | 2023 | ||||||||||
| ASSETS | |||||||||||
| Participant directed investments, at fair value | $ | 262,267,135 | $ | 242,447,705 | |||||||
| Cash | 21,855 | 126,153 | |||||||||
| Receivables: | |||||||||||
| Employers’ contributions | 3,378,294 | 3,030,000 | |||||||||
| Notes receivable from participants | 2,496,253 | 1,973,968 | |||||||||
| Total receivables | 5,874,547 | 5,003,968 | |||||||||
| NET ASSETS AVAILABLE FOR BENEFITS | $ | 268,163,537 | $ | 247,577,826 | |||||||
See accompanying notes to financial statements.
4
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 2024
| ADDITIONS TO NET ASSETS | |||||
| Investment income: | |||||
| Net appreciation in fair value of investments | $ | 22,386,836 | |||
| Interest and dividends on investments | 8,235,615 | ||||
| Total investment income | 30,622,451 | ||||
| Interest from notes receivable from participants | 189,118 | ||||
| Contributions: | |||||
| Employers | 7,566,736 | ||||
| Participants | 8,966,677 | ||||
| Participant rollovers | 6,469,845 | ||||
| Total contributions | 23,003,258 | ||||
| Total additions | 53,814,827 | ||||
| DEDUCTIONS FROM NET ASSETS | |||||
| Benefits paid to participants | 32,839,289 | ||||
| Administrative expenses | 389,827 | ||||
| Total deductions | 33,229,116 | ||||
| NET INCREASE | 20,585,711 | ||||
| NET ASSETS AVAILABLE FOR BENEFITS | |||||
| Beginning of year | $ | 247,577,826 | |||
| End of year | $ | 268,163,537 | |||
See accompanying notes to financial statements.
5
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2024 AND 2023
NOTE 1. PLAN DESCRIPTION
The following description of the First Busey Corporation Profit Sharing Plan and Trust ("the Plan") provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions.
General
The Plan is a defined contribution plan covering substantially all employees of First Busey Corporation and its subsidiaries ("the Employers" or “the Company”). Employees are eligible at age 21 to make salary deferrals and receive matching contributions. Employees are eligible for the discretionary employer profit sharing contribution at age 21 and after completion of one year of service and working 1,000 hours. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA").
On April 1, 2024, the Company completed its acquisition of Merchants & Manufacturers (M&M) Bank. M&M elected to terminate the Merchants and Manufacturers Bank 401(k) Plan as of the closing date, subject to the provisions of ERISA and implement a plan liquidation. Participants had the option to roll their account balances into the First Busey Corporation Profit sharing Plan and Trust, receive a payment of their benefits or elect to rollover the balance to another qualified plan or individual retirement account.
The Plan’s assets are administered under an agreement with Busey Bank, the trustee of the Plan. Charles Schwab (the “Custodian”) serves as the custodian of the Plan’s assets.
Contributions
Each year, participants may contribute a percentage and or a flat dollar amount of their pretax and after tax annual compensation, as defined in the Plan, subject to limitations of the Internal Revenue Code. Participants may also contribute amounts representing distributions from other qualified plans. Eligible participants may also make catch-up contributions to the Plan.
The Employers' contributions to the Plan are determined annually by the Board of Directors. The Employers make safe harbor matching contributions to the Plan equal to a percentage of the first 5% (100% on the first 3% and 50% on the next 2%) of total eligible compensation that a participant contributes to the Plan. The Employers may also make a discretionary profit sharing contribution as determined by the Board of Directors each year. For the year ended December 31, 2024, the Employer made a profit sharing contribution of approximately 3% of eligible compensation. Contributions are subject to certain limitations.
Investment Options
Participants may direct the investment of their account balances into the various investment options offered by the Plan, which include a First Busey Corporation Stock Fund.
The Investment Committee determines the appropriateness of the Plan’s investment offerings by monitoring investment performance and making recommendations to the Employee Benefit and Compensation Committee.
This information is an integral part of the accompanying financial statements.
6
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2024 AND 2023
Participant Accounts
Each participant's account is credited with the participant's contributions and an allocation of the Employers' contributions and the Plan's earnings and is charged with an allocation of administrative expenses. Allocations are based on participant earnings, participant contributions, or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. Any discretionary profit sharing contributions will be allocated to the Plan in the following year.
Vesting
Participants are immediately vested in their voluntary contributions, the Employers' safe harbor matching contributions, rollover contributions and the respective plan earnings on those contributions.
Vesting in the Employers' profit sharing contributions portion of their accounts is based on years of service. A participant is 100% vested after five years of credited service. A participant is 100% vested upon reaching normal retirement age, death, or disability regardless of years of service.
Notes Receivable from Participants
The Plan provides loans to participants from their vested account balance up to $50,000, subject to a limitation of 50% of their vested account balance. Interest is charged on the loans and is fixed at the time of issuance at a rate of prime (7.50% as of December 31, 2024) plus 1.00%. Interest payments are immediately reinvested in the individual participant’s funds. The loans are collateralized by the vested account balance of the participant receiving the loan. Participants may have no more than two loans outstanding at any time. Loans are repayable in periods up to five years, or ten years if entire loan proceeds are used to acquire a principal residence. Should a participant default on a Plan loan, as defined by the Plan loan policy, the loan would then be considered a distribution.
Payment of Benefits
During employment, distributions are allowed upon age 59½ or due to financial hardship. Upon termination of service, a participant is entitled to receive an amount representing the vested interest in their account. Participants whose vested account balance, excluding rollover, is under $7,000 are paid their entire balance, through a single lump sum amount or a rollover into an IRA. Participants whose vested account balance, excluding rollover, is over $7,000 may elect to receive their payment, including rollover, either as a lump-sum amount, partial withdrawal or if eligible, a required minimum distribution.
Forfeitures
The unvested portion of terminated participants’ accounts plus earnings thereon are forfeited. Forfeitures are used to reduce non-elective employer contributions or to pay Plan expenses. During the year ended December 31, 2024, forfeitures of $70,613 were used to pay Plan expenses. Forfeitures for unvested account balances as of December 31, 2024 and 2023, were $10,138 and $16,851 respectively.
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The financial statements of the Plan have been prepared using the accrual basis of accounting, a method in accordance with accounting principles generally accepted in the United Sates of America (“US GAAP”).
This information is an integral part of the accompanying financial statements.
7
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2024 AND 2023
Use of Estimates and Assumptions
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures. Actual results may differ from those estimates.
Investment Valuation and Income Recognition
The Plan's investments are stated at estimated fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Employee Benefit and Compensation Committee determines the Plan’s valuation policies utilizing information provided by the investment advisors, trustee, and collective fund managers. See “Note 3. Fair Value Measurements” for further discussion of fair value measurements.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net appreciation includes the Plan’s gains and losses on investments bought and sold, as well as held during the year.
Payment of Benefits
Benefits are recorded when paid.
Expenses
Expenses of maintaining the Plan were deducted from the Plan assets. Fees related to the administration of notes receivable from participants and fees related to Qualified Domestic Relations Orders are charged directly to the participant’s account and are included in administrative expenses. Investment related expenses are included in net appreciation in fair value of investments.
Concentration
As of December 31, 2024 and 2023, approximately 4% of the Plan's investment assets were invested in First Busey Corporation, the Employers common stock.
Notes Receivable from Participants
Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Interest income is recorded on the accrual basis. Related fees are recorded as administrative expenses and are expensed when they are incurred. No allowance for credit losses has been recorded as of December 31, 2024 and 2023. Delinquent participant loans are reclassified as distributions based upon the terms of the Plan document.
Risks and Uncertainties
The Plan provides for various investment options. The underlying investment securities are exposed to various risks, such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term could materially affect participants' account balances and the amounts reported in the statement of net assets available for benefits.
This information is an integral part of the accompanying financial statements.
8
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2024 AND 2023
Subsequent Events
The Plan has evaluated subsequent events through the date that the financial statements were issued. On March 1, 2025, the Company completed its acquisition of CrossFirst Bankshares, Inc. As of the acquisition date, the acquired employees are eligible and may begin participating in the Plan immediately. These participants have the option to roll their account balances into the First Busey Corporation Profit Sharing Plan and Trust, receive a payment of their benefits or elect to rollover the balance to another qualified plan or individual retirement account.
NOTE 3. FAIR VALUE MEASUREMENTS
The framework for measuring fair value provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value.
The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below:
•Level 1—Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access at the measurement date.
•Level 2—Inputs to the valuation methodology include:
◦Quoted prices for similar assets or liabilities in active markets;
◦Quoted prices for identical or similar assets or liabilities in inactive markets;
◦Inputs other than quoted prices that are observable for the asset or liability;
◦Inputs that are derived principally from or corroborated by observable market data by correlation or other means.
If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability.
•Level 3—Inputs to the valuation methodology are unobservable and significant to the fair value measurement.
The asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.
There have been no changes in the valuation methodologies used as of December 31, 2024 and 2023. Following is a description of the valuation methodologies used for assets measured at fair value:
•Mutual funds—Valued at the closing price reported on the active market on which the individual securities are traded.
•Stock fund—Valued at a “unitized” value which moves in nearly direct relationship to First Busey Corporation stock, which is on the active market on which that security is traded.
This information is an integral part of the accompanying financial statements.
9
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2024 AND 2023
•Managed funds—Investments in the managed accounts, which comprised of mutual funds, are valued using a readily determinable fair value, which approximates NAV which are based on observable market prices for the underlying assets, held by the plan at year-end. The managed funds are not direct filing entities and the Plan owns the underlying assets of the funds.
•Common stock—Valued at the closing price reported on the active market on which the individual securities are traded.
•Money Market Deposit Account—Valued at the fair value of the units held by the Plan at year end. Fair value is equal to $1.00, and individual participant accounts are Federal Deposit Insurance Corporation (“FDIC”)-insured up to $250,000.
The following tables set forth, by level within the fair value hierarchy, the Plan’s assets at fair value:
| As of December 31, 2024 | |||||||||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||
| Mutual funds | $ | 176,646,506 | $ | — | $ | — | $ | 176,646,506 | |||||||||||||||
| Managed funds—mutual funds | 69,852,148 | — | — | 69,852,148 | |||||||||||||||||||
| Common stock and stock fund | 9,423,721 | — | — | 9,423,721 | |||||||||||||||||||
| Money Market deposit account | 6,344,760 | — | — | 6,344,760 | |||||||||||||||||||
| Total assets at fair value | $ | 262,267,135 | $ | — | $ | — | $ | 262,267,135 | |||||||||||||||
| As of December 31, 2023 | |||||||||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||
| Mutual funds | $ | 161,861,904 | $ | — | $ | — | $ | 161,861,904 | |||||||||||||||
| Managed funds—mutual funds | 62,796,430 | — | — | 62,796,430 | |||||||||||||||||||
| Common stock and stock fund | 10,668,940 | — | — | 10,668,940 | |||||||||||||||||||
| Money Market deposit account | 7,120,431 | — | — | 7,120,431 | |||||||||||||||||||
| Total assets at fair value | $ | 242,447,705 | $ | — | $ | — | $ | 242,447,705 | |||||||||||||||
NOTE 4. PARTY-IN-INTEREST TRANSACTIONS
Parties-in-interest are defined under Department of Labor regulations as any fiduciary of the Plan, any party rendering service to the Plan, the employers, and certain others. Fees related to the administration of notes receivable from participants and fees related to Qualified Domestic Relations Orders are paid to parties-in-interest. Other fees to parties-in-interest were paid from revenue sharing and plan assets.
This information is an integral part of the accompanying financial statements.
10
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2024 AND 2023
The Plan held the following assets with parties-in-interest:
| As of December 31, | ||||||||||||||||||||
| Party-in-Interest | Description of Investment | 2024 | 2023 | |||||||||||||||||
| Charles Schwab Bank | Cash | $ | 21,855 | $ | 126,153 | |||||||||||||||
| Charles Schwab Bank | Money Market deposit account | 2,945 | 7,120,431 | |||||||||||||||||
| Charles Schwab Bank | Schwab Value Advantage Money Fund | 6,341,815 | — | |||||||||||||||||
| First Busey Corporation | Common stock | 610,675 | 703,597 | |||||||||||||||||
| First Busey Corporation | Stock fund | 8,813,046 | 9,965,343 | |||||||||||||||||
| First Busey Corporation | Managed funds | 69,852,148 | 62,796,430 | |||||||||||||||||
| Participants | Notes receivable | 2,496,253 | 1,973,968 | |||||||||||||||||
Certain administrative functions are performed by officers or employees of the Employers. No such officer or employee receives compensation from the Plan.
NOTE 5. INCOME TAX STATUS
The Employer has adopted a pre-approved plan designed by EPIC Advisors Inc. The Internal Revenue Service (“IRS”) has determined and informed EPIC Advisors Inc by a letter dated June 30, 2020, that the pre-approved plan is designed in accordance with applicable sections of the Internal Revenue Code (“IRC”). The Plan has not requested its own determination letter from the IRS. The Plan Administrator and the Plan’s tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable provisions of the IRC. Therefore, no provision for income taxes is included in the accompanying financial statements.
U.S. GAAP requires Plan management to evaluate tax positions taken by the Plan and recognize a tax liability if the organization has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. The Plan Administrator has analyzed the tax positions taken by the Plan and has concluded that as of December 31, 2024 and 2023, there are no uncertain positions taken or expected to be taken that would require recognition of a liability or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress.
NOTE 6. PLAN TERMINATION
Although it has not expressed any intent to do so, the Employer has the right under the Plan to discontinue their contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of the Plan's termination, participants will become 100% vested in their accounts.
NOTE 7. RECENT LEGISLATION
The SECURE Act 2.0 was signed into law on December 23, 2022. The SECURE Act 2.0 allows more part-time workers to participate, increases the age for required minimum distributions and reduces the penalty for missed minimum distributions, permits plan participants to elect to receive vested employer contributions on an after-tax basis, and allows penalty free withdrawal for terminal illness, effective January 1, 2023. Additionally, it will allow for higher catch-up contributions, allow for matching contributions on student loan payments, permit plan sponsors to add an emergency savings account to their retirement plans, increase the availability of penalty-free withdrawals, and add automatic enrollment error relief provisions, effective January 1, 2024. Many of the provisions in SECURE 2.0 went effective in 2023, but SECURE 2.0 will not be completely implemented until 2027.
This information is an integral part of the accompanying financial statements.
11
12
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
FORM 5500, SCHEDULE H, LINE 4i-SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2024
| Name of Plan Sponsor: | First Busey Corporation | ||||
| Employer Identification Number: | 37-1078406 | ||||
| Three-digit Plan Number: | 002 | ||||
| (a) | (b) Identity of Issue, Borrower, Lessor, or Similar Party | (c) Description of Investment Including Maturity Date, Rate of Interest, Collateral, Par or Maturity Value | (d) Cost | (e) Current Value | ||||||||||||||||||||||
| Common stock and stock fund: | ||||||||||||||||||||||||||
| * | First Busey Corporation | Stock fund | † | $ | 8,813,046 | |||||||||||||||||||||
| * | First Busey Corporation | Common stock | † | 610,675 | ||||||||||||||||||||||
| $ | 9,423,721 | |||||||||||||||||||||||||
| Mutual funds: | ||||||||||||||||||||||||||
| American Century | Mid Cap Value Fund | † | $ | 472,193 | ||||||||||||||||||||||
| American Funds | The Growth Fund of America | † | 22,405,111 | |||||||||||||||||||||||
| American Funds | The Income Fund of America | † | 5,619,694 | |||||||||||||||||||||||
| American Funds | Euro Pacific Growth Fund | † | 1,100,392 | |||||||||||||||||||||||
| AQR | Emerging Multi-Style II | † | 1,884,333 | |||||||||||||||||||||||
| Congress | Mid Cap Growth Fund | † | 4,723,625 | |||||||||||||||||||||||
| DFA | US Targeted Value Portfolio | † | 3,945,420 | |||||||||||||||||||||||
| Dodge and Cox | Dodge and Cox Stock Fund | † | 8,694,825 | |||||||||||||||||||||||
| DoubleLine | Core Fixed Income Fund | † | 9,176,784 | |||||||||||||||||||||||
| Federated Hermes | Ultrashort Bond Fund | † | 2,083,779 | |||||||||||||||||||||||
| GMO | Trust International Developed Equity Allocation | † | 8,368,475 | |||||||||||||||||||||||
| T. Rowe Price | Retirement Fund 2010 | † | 43,206 | |||||||||||||||||||||||
| T. Rowe Price | Retirement Fund 2015 | † | 2,383 | |||||||||||||||||||||||
| T. Rowe Price | Retirement Fund 2020 | † | 6,737,296 | |||||||||||||||||||||||
| T. Rowe Price | Retirement Fund 2025 | † | 1,905,748 | |||||||||||||||||||||||
| T. Rowe Price | Retirement Fund 2030 | † | 23,875,139 | |||||||||||||||||||||||
| T. Rowe Price | Retirement Fund 2035 | † | 3,687,931 | |||||||||||||||||||||||
| T. Rowe Price | Retirement Fund 2040 | † | 14,628,609 | |||||||||||||||||||||||
| T. Rowe Price | Retirement Fund 2045 | † | 4,411,948 | |||||||||||||||||||||||
| T. Rowe Price | Retirement Fund 2050 | † | 11,322,699 | |||||||||||||||||||||||
| T. Rowe Price | Retirement Fund 2055 | † | 1,449,850 | |||||||||||||||||||||||
| T. Rowe Price | Retirement Fund 2060 | † | 4,339,703 | |||||||||||||||||||||||
| T. Rowe Price | Retirement Fund 2065 | † | 758,682 | |||||||||||||||||||||||
| Vanguard | 500 Index Fund | † | 31,511,503 | |||||||||||||||||||||||
| Vanguard | Mid Cap Index Admiral | † | 1,491,478 | |||||||||||||||||||||||
| Vanguard | Small Cap Index Admiral | † | 2,005,700 | |||||||||||||||||||||||
| $ | 176,646,506 | |||||||||||||||||||||||||
Managed funds (see attachment): | ||||||||||||||||||||||||||
| * | First Busey Corporation | Aggressive | † | $ | 15,301,476 | |||||||||||||||||||||
| * | First Busey Corporation | Balanced | † | 25,529,578 | ||||||||||||||||||||||
| * | First Busey Corporation | Conservative | † | 2,917,277 | ||||||||||||||||||||||
| * | First Busey Corporation | Growth | † | 15,476,160 | ||||||||||||||||||||||
| * | First Busey Corporation | Moderate | † | 10,627,657 | ||||||||||||||||||||||
| $ | 69,852,148 | |||||||||||||||||||||||||
See accompanying Report of Independent Registered Public Accounting Firm.
13
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
FORM 5500, SCHEDULE H, LINE 4i-SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2024
| (a) | (b) Identity of Issue, Borrower, Lessor, or Similar Party | (c) Description of Investment Including Maturity Date, Rate of Interest, Collateral, Par or Maturity Value | (d) Cost | (e) Current Value | ||||||||||||||||||||||
| Interest-bearing cash: | ||||||||||||||||||||||||||
| * | Charles Schwab Bank | Money Market Deposit Account | † | $ | 2,945 | |||||||||||||||||||||
| * | Charles Schwab Bank | Schwab Value Advantage Money Fund | 6,341,815 | |||||||||||||||||||||||
| $ | 6,344,760 | |||||||||||||||||||||||||
| Notes receivable from participants: | ||||||||||||||||||||||||||
| * | Participant loans | Interest rates ranging from 3.25% to 9.5% and maturities ranging from January 2025 to September 2034 | $ | 2,496,253 | ||||||||||||||||||||||
| $ | 264,763,388 | |||||||||||||||||||||||||
___________________________________________
* Represents a party-in-interest
† Investments are participant-directed; therefore, cost information is not disclosed
See accompanying Report of Independent Registered Public Accounting Firm.
14
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
FORM 5500, SCHEDULE H, LINE 4i-SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2024
| Aggressive Managed Fund: | ||||||||
| American Century Mid Cap Value Fund | $ | 538,825 | ||||||
| American Funds The Growth Fund of America | 2,320,625 | |||||||
| American Funds Euro Pacific Growth Fund | 1,537,497 | |||||||
| AQR Emerging Multi-Style II | 521,179 | |||||||
| Congress Mid Cap Growth Fund | 530,492 | |||||||
| DFA Emerging Markets Small Cap | 416,311 | |||||||
| DFA US Targeted Value Portfolio | 230,245 | |||||||
| Dodge and Cox International Stock Fund | 1,545,091 | |||||||
| Dodge and Cox Stock Fund | 2,354,753 | |||||||
| Fidelity Intermediate Treasury Bond Index | 218,395 | |||||||
| Stone Ridge High Yield Reinsurance Risk Premium Fund | 700,134 | |||||||
| Vanguard Emerging Markets Bond Fund Admiral Shares | 543,149 | |||||||
| Vanguard Short Term Corporate Bond Index Fund | 622,474 | |||||||
| Vanguard Small Cap Index Admiral | 228,473 | |||||||
| Vanguard 500 Index Fund | 2,328,799 | |||||||
| Virtus KAR International Small-Mid Cap Fund | 248,005 | |||||||
| William Blair Emerging Markets Small Cap Growth Fund | 417,029 | |||||||
| $ | 15,301,476 | |||||||
| Balanced Managed Fund: | ||||||||
| American Century Mid Cap Value Fund | $ | 512,256 | ||||||
| American Funds The Growth Fund of America | 2,121,440 | |||||||
| American Funds Euro Pacific Growth Fund | 1,400,691 | |||||||
| AQR Emerging Multi-Style II | 430,258 | |||||||
| Congress Mid Cap Growth Fund | 505,141 | |||||||
| DFA Emerging Markets Small Cap | 408,157 | |||||||
| DFA US Targeted Value Portfolio | 204,644 | |||||||
| Dodge and Cox International Stock Fund | 1,409,555 | |||||||
| Dodge and Cox Stock Fund | 2,160,902 | |||||||
| DoubleLine Core Fixed Income Fund | 10,274,976 | |||||||
| Fidelity Intermediate Treasury Bond Index | 517,502 | |||||||
| Federated Hermes Ultra Short Bond Fund | 387,945 | |||||||
| Stone Ridge High Yield Reinsurance Risk Premium Fund | 775,141 | |||||||
| Vanguard Emerging Markets Bond Fund Admiral Shares | 644,227 | |||||||
| Vanguard Small Cap Index Admiral | 202,982 | |||||||
| Vanguard Short Term Corporate Bond Index Fund | 773,453 | |||||||
| Vanguard 500 Index Fund | 2,132,042 | |||||||
| Virtus KAR International Small-Mid Cap Fund | 256,241 | |||||||
| William Blair Emerging Markets Small Cap Growth Fund | 412,025 | |||||||
| $ | 25,529,578 | |||||||
| Conservative Managed Fund: | ||||||||
| American Century Mid Cap Value Fund | $ | 29,090 | ||||||
| American Funds The Growth Fund of America | 105,084 | |||||||
| American Funds Euro Pacific Growth Fund | 72,438 | |||||||
| AQR Emerging Multi-Style II | 23,100 | |||||||
| Congress Mid Cap Growth Fund | 28,722 | |||||||
| DFA Emerging Markets Small Cap | 23,254 | |||||||
| DFA U.S. Targeted Value Portfolio | 8,784 | |||||||
See accompanying Report of Independent Registered Public Accounting Firm.
15
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
FORM 5500, SCHEDULE H, LINE 4i-SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2024
| Dodge and Cox International Stock Fund | 72,898 | |||||||
| Dodge and Cox Stock Fund | 107,039 | |||||||
| DoubleLine Core Fixed Income Fund | 1,959,383 | |||||||
| Federated Hermes Ultra Short Bond Fund | 117,708 | |||||||
| Fidelity Intermediate Treasury Bond Index | 58,867 | |||||||
| Stone Ridge High Yield Reinsurance Risk Premium Fund | 58,788 | |||||||
| Vanguard Emerging Markets Bond Fund Admiral Shares | 29,264 | |||||||
| Vanguard Short Term Corporate Bond Index Fund | 88,112 | |||||||
| Vanguard Small Cap Index Admiral | 8,745 | |||||||
| Vanguard 500 Index Fund | 105,610 | |||||||
| William Blair Emerging Markets Small Cap Growth Fund | 20,391 | |||||||
| $ | 2,917,277 | |||||||
| Growth Managed Fund: | ||||||||
| American Century Mid Cap Value Fund | $ | 389,289 | ||||||
| American Funds The Growth Fund of America | 1,849,543 | |||||||
| American Funds Euro Pacific Growth Fund | 1,235,321 | |||||||
| AQR Emerging Multi-Style II | 341,487 | |||||||
| Congress Mid Cap Growth Fund | 386,679 | |||||||
| DFA Emerging Markets Small Cap | 342,418 | |||||||
| DFA US Targeted Value Portfolio | 186,811 | |||||||
| Dodge and Cox International Stock Fund | 1,240,324 | |||||||
| Dodge and Cox Stock Fund | 1,864,310 | |||||||
| DoubleLine Core Fixed Income Fund | 3,087,530 | |||||||
| Fidelity Intermediate Treasury Bond Index | 217,157 | |||||||
| Stone Ridge High Yield Reinsurance Risk Premium Fund | 620,438 | |||||||
| Vanguard Emerging Markets Bond Fund Admiral Shares | 495,885 | |||||||
| Vanguard Short Term Corporate Bond Index Fund | 620,438 | |||||||
| Vanguard Small Cap Index Admiral | 186,205 | |||||||
| Vanguard 500 Index Fund | 1,853,912 | |||||||
| Virtus KAR International Small-Mid Cap Fund | 217,259 | |||||||
| William Blair Emerging Markets Small Cap Growth Fund | 341,154 | |||||||
| $ | 15,476,160 | |||||||
| Moderate Managed Fund: | ||||||||
| American Century Mid Cap Value Fund | $ | 159,446 | ||||||
| American Funds The Growth Fund of America | 717,669 | |||||||
| American Funds Euro Pacific Growth Fund | 424,543 | |||||||
| AQR Emerging Multi-Style II | 137,108 | |||||||
| Congress Mid Cap Growth Fund | 157,095 | |||||||
| DFA Emerging Markets Small Cap | 138,105 | |||||||
| DFA US Targeted Value Portfolio | 63,689 | |||||||
| Dodge and Cox International Stock Fund | 532,654 | |||||||
| Dodge and Cox Stock Fund | 728,425 | |||||||
| DoubleLine Core Fixed Income Fund | 5,337,571 | |||||||
| Federated Hermes Ultra Short Bond Fund | 322,444 | |||||||
| Fidelity Intermediate Treasury Bond Index | 150,477 | |||||||
| Stone Ridge High Yield Reinsurance Risk Premium Fund | 257,696 | |||||||
| Vanguard Emerging Markets Bond Fund Admiral Shares | 213,914 | |||||||
| Vanguard Short Term Corporate Bond Index Fund | 257,439 | |||||||
| Vanguard Small Cap Index Admiral | 63,200 | |||||||
See accompanying Report of Independent Registered Public Accounting Firm.
16
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
FORM 5500, SCHEDULE H, LINE 4i-SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2024
| Vanguard 500 Index Fund | 720,362 | |||||||
| Virtus KAR International Small-Mid Cap Fund | 106,764 | |||||||
| William Blair Emerging Markets Small Cap Growth Fund | 139,056 | |||||||
| $ | 10,627,657 | |||||||
| TOTAL MANAGED FUNDS | $ | 69,852,148 | ||||||
See accompanying Report of Independent Registered Public Accounting Firm.
17
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
FORM 5500, SCHEDULE H, LINE 4a-SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS
DECEMBER 31, 2024
| Participant Contributions Transferred Late to Plan | Total that Constitute Nonexempt Prohibited Transactions | |||||||||||||||||||||||||||||||
| Year | Check Here if Late Participant Loan Repayments are Included ☐ | Contributions Not Corrected | Contributions Corrected Outside VFCP | Contributions Pending Correction in VFCP | Total Fully Corrected Under VFCP and PTE 2022-51 | |||||||||||||||||||||||||||
2024 | $ | 9,417 | $ | — | $ | 9,417 | $ | — | $ | — | ||||||||||||||||||||||
See accompanying Report of Independent Registered Public Accounting Firm.
18
The Plan Pursuant to the requirements of the Securities Exchange Act of 1934, the trustee (or other persons who administer the employee benefit plan) has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
| First Busey Corporation Profit Sharing Plan and Trust | ||||||||
Date: June 27, 2025 | By: | /s/ HOPE MCALLISTER | ||||||
| Name: | Hope McAllister | |||||||
| Title: | Executive Vice President, Chief Human Resources Officer | |||||||
19
| Exhibit Number | Description of Exhibit | |||||||
| 23.1 | ||||||||
20