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REPUBLIC BANCORP INC /KY/

For the period ended Apr 24, 2025. Filed Mar 14, 2025.

View on SEC.gov

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Apr 24, 2025 · Filed Mar 14, 2025

Use the contents to explore the available documents and sections.

RBCAA$90.91-0.2%Stored close · as of Nov 6, 2026
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Contents

Proxy Statement Summary

The following is only a summary of highlights information about Republic Bancorp, Inc. and certain information contained elsewhere in this Proxy Statement, which has been prepared in connection with the Annual Meeting. This summary does not contain all the information that you should consider in voting your shares. You should read the entire Proxy Statement carefully before voting.

About Republic

Republic is a financial holding company headquartered in Louisville, Kentucky. Republic Bank & Trust Company (“Republic Bank” or the “Bank”) is a Kentucky-based, state-chartered nonmember financial institution that provides both traditional and non-traditional banking products. The Bank is a wholly-owned subsidiary of the Company.

Republic Bank offers its clients deposit products, including savings, checking, and money market accounts; individual retirement accounts (IRAs), and certificates of deposit (CDs). The Bank originates residential mortgage loans, home equity loans and lines, and consumer loans, as well as commercial real estate loans, commercial and industrial (C&I) loans, business loans and lines of credit, equipment leasing through its Republic Bank Finance division, and warehouse lines of credit. The Bank also offers personal and business online banking at www.republicbank.com and mobile banking on its mobile apps for both iOS and Android devices.

Republic Bank Banking Center Locations

As of December 31, 2024, the Bank has 47 banking centers in communities within five metropolitan statistical areas (“MSAs”) across five states: 22 banking centers located within the Louisville/Jefferson County, Kentucky-Indiana MSA (the “Louisville MSA”) in Louisville, Prospect, Shelbyville, and Shepherdsville in Kentucky, and Floyds Knobs, Jeffersonville, and New Albany in Indiana; six banking centers within the Lexington-Fayette, Kentucky MSA in

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2025 PROXY STATEMENT1

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Georgetown and Lexington in Kentucky; eight banking centers within the Cincinnati, Ohio-Kentucky-Indiana MSA in Cincinnati and West Chester in Ohio, and Bellevue, Covington, Crestview Hills, and Florence in Kentucky; seven banking centers within the Tampa-St. Petersburg-Clearwater, Florida MSA in Largo, New Port Richey, St. Petersburg, Seminole, and Tampa in Florida; and four banking centers within the Nashville-Davidson—Murfreesboro—Franklin, Tennessee MSA in Franklin, Murfreesboro, Nashville, and Spring Hill, Tennessee. In addition, Republic Bank Finance has one loan production office in St. Louis, Missouri.

In addition to full-service banking services offered in the Bank’s retail footprint, Republic also provides mortgage banking services and financial products to customers in select states across the U.S. Some financial products are also offered through the Company’s Republic Processing Group (“RPG”). Sponsorship of prepaid card products, small dollar credit programs, and payment processing are areas of the fintech ecosystem where RPG is active in the U.S.

As of December 31, 2024, Republic had total assets of $6.8 billion, total deposits of $5.2 billion, and total shareholders’ equity of $992 million. Republic’s executive offices are located at 601 West Market Street, Louisville, Kentucky 40202.

Our Purpose

Republic exists to enable our clients, company, associates, and the communities we serve to THRIVE.

How We Fulfill Our Purpose

Republic’s values are built upon making anIMPACT for our clients, our associates, and the communities we serve. IMPACT is an acronym for the actions we do to fulfill our purpose.

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I​M​P​A​C​T
Innovate for the Future​Make it Easy​Provide Exceptional Service​Acknowledge & Celebrate Success​Commit to Caring​Thrive Together
2Republic Bancorp, Inc.

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Our Clients

Since its founding over 40 years ago, Republic has had an unwavering focus on customer service and satisfaction.

The Net Promoter Score® (“NPS®”) is one of the most widely used measures of customer satisfaction, utilized by hundreds of leading U.S. companies. Republic’s most recent NPS score, measured in Q4 2024, was 75.5, over two and one-half times the average NPS score for all banks measured in 2024. As important, this was a 12% increase from our score in Q1 2024, and a 30% increase from Q3 of the previous year, showing the results of our constant efforts to provide industry-leading customer service.

Expanding Republic’s client base to communities that have been historically marginalized continues to be a priority for Republic. The Bank’s Community Loan Fund in Louisville, Kentucky and beyond, has provided small business clients over $5 million in funding and has promoted business development, expanded services, and job creation in low-to-moderate income communities.

1 Qualtrics XM Institute Q3 2024 Consumer Benchmark Study. The score is not a percentage, but a figure resulting from a formula that weighs satisfied, neutral, and dissatisfied customers.

Our Company

Governance is an essential element of ensuring the Company, and our clients, associates, and communities thrive.

●Board – Each of the Republic Board of Directors (the “Board” or the “Board of Directors”) and the Republic Bank Board of Directors (the “Bank Board” or “Bank Board of Directors”) is a distinct group of esteemed professionals across a variety of industries. Their direction, advice, and voices represent broad viewpoints.
●Fraud & Cybersecurity – The Company invests significant resources to prevent and combat fraud and cybersecurity issues, including robust processes and tools, annual associate and Board training and awareness, and regular assessments of our practices reported to the Risk Committee of the Board (the “Risk Committee”), which is tasked, in part, with overseeing operational risks, including cybersecurity, as well as the full Board.
●Ethics and Compliance Hotline – Republic has established an independent hotline available 24 hours a day, seven days a week, for the anonymous reporting of ethics and compliance issues in such areas as discrimination, criminal misconduct, accounting or auditing matters, and security. Findings are investigated and reported to the Audit Committee of the Board (the “Audit Committee”).
●Training – All associates are required to take specific functional, regulatory, and governance-related training. Talent Development assigns and monitors completion of these trainings.
●Vendor Management – Republic Bank’s processes provide end-to-end and regular oversight of vendor partnerships.

Our Associates

We are continuing to take significant actions to enhance our workplace through education, mentorship, and recruiting.

Republic Bank facilitates Business Resource Groups (“BRGs”) for its associates to foster education and learning opportunities to the entire organization. The BRGs actively support recruitment and education, and they provide advice to Bank leadership on how the Bank conducts day-to-day and long-term business. We recently launched our seventh BRG and have active participation and self-leadership by associates at all levels who identify, or ally, with each BRG.

Republic Bank’s “Building Bridges” program provides associates the opportunity to pair with mentors or mentees to exchange valuable Bank and business leadership skills, and to make lasting connections in the Bank and beyond.

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Formal programming and training help ensure participants get the most from their mentoring experiences and continue to grow both professionally and personally. Since the program began, over 300 associates have benefited from the program as mentors or mentees.

In addition to health benefits, including medical, dental, vision, and Teladoc services, the Bank helps its associates thrive with programs, including hybrid and work-from-home opportunities; a 401(k) plan with a Company match; Company paid short term disability; an Employee Stock Purchase Plan providing discounted opportunities to participate in Company ownership; college tuition reimbursement; and an Employee Assistance Program for our associates and their family members to support mental health, wellness, and to provide legal support.

Key to the Bank’s continued improvement and success are formal and informal listening programs such as the below that allow leadership to learn from associates at all levels – those who are closest to (i) our clients, (ii) their fellow associates, and (iii) our communities.

●An annual anonymous associate engagement survey has nearly 90% associate participation and guides leadership on key planning and decision making.
●A CEO Council consisting of associates from throughout the organization meets regularly with our top executives and provides insight and ideas.
●A “Suggestions to the CEO” e-mail mailbox provides daily opportunities for associates at all levels to share their ideas.

Our Communities

Republic recognizes the importance of making a lasting IMPACT, and that starts by strengthening the communities in which we live and work. As an organization, we devote time and funding to help support and build a foundation for the future.

●Republic recognizes the importance of making a lasting IMPACT, and that starts by strengthening the communities in which we live and work. As an organization, we devote time and funding to help support and build a foundation for the future.
●During the same period, the Bank has made more than $275 million in community development loans for affordable housing, community services, and economic development and the revitalization and stabilization of underserved communities.
●Over $83.8 million in non-conventional mortgage loans were made to nearly 2,135 low- to moderate-income families and individuals helping them achieve the American dream of homeownership in the last three years.

In 2024, Republic Bank continued a multi-year ongoing relocation plan, bringing nearly 100 associates back to downtown Louisville from locations in Louisville’s East End. The move reflects the Bank’s commitment to creating a more vibrant downtown community in Louisville.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.