GREAT SOUTHERN BANCORP, INC., DEF 14A filed on 3/31/2026
Proxy Statement (definitive)
v3.26.1
Cover
 12 Months Ended
Dec. 31, 2025
Document Information [Line Items]  
Document Type DEF 14A
Amendment Flag false
Entity Information [Line Items]  
Entity Registrant Name GREAT SOUTHERN BANCORP, INC.
Entity Central Index Key 0000854560
v3.26.1
Pay vs Performance Disclosure
 12 Months Ended
Dec. 31, 2025
USD ($)
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table

Pay Versus Performance

 

As required by the Dodd-Frank Act and the SEC’s implementing rules, we are providing the following information about the relationship between executive compensation actually paid and certain measures of financial performance. For further information concerning the Company’s compensation philosophy and how the Company seeks to align executive compensation with its performance, see the “Compensation Discussion and Analysis” section above.

 

The following table sets forth information concerning the compensation of our named executive officers (“NEOs”) for each of the fiscal years ended December 31, 2025, 2024, 2023, 2022 and 2021 and our financial performance for each fiscal year:

 

                  

Value of Initial Fixed $100

Investment Based on:

         
   Summary
Compensation
Table Total for
PEO(1)		   Compensation
Actually Paid
to PEO(2)		  

Average 

Summary
Compensation
Table Total 

for Non-PEO 

NEOs(3)

  

Average
Compensation
Actually Paid 

to Non-PEO 

NEOs(4)

   Total
Shareholder
Return(5)		   Peer Group
Total
Shareholder
Return(6)		  

Net Income

(in thousands)
(7)

  

Diluted

Earnings
Per
Common
Share(8)

 
2025 $1,815,277  $1,715,098  $686,193  $634,901  $144.49  $159.02  $70,973  $6.19 
2024  1,563,373   1,585,189   643,335   631,274   110.75  122.10   61,807   5.26 
2023  1,779,242   1,648,996   636,394   566,591   107.03   100.08   67,800   5.61 
2022  1,696,915   1,769,914   558,415   600,505   104.07   98.03   75,948   6.02 
2021  1,671,003   1,838,211   525,616   612,134   100.94   113.59   74,627   5.46 

 

(1) Represents the total compensation of our principal executive officer (“PEO”), Joseph W. Turner, as reported in the Summary Compensation Table (“SCT”) for each year indicated. Refer to the “Summary Compensation Table” above. Mr. J. Turner served as our PEO during those years.

 

(2) Represents the amount of “compensation actually paid” to Mr. J. Turner, as computed in accordance with Item 402(v) of Regulation S-K. The amounts do not reflect the actual amount of compensation earned by or paid to Mr. J. Turner during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Mr. J. Turner’s total compensation for each year to determine the compensation actually paid:

 

Reconciliation of PEO SCT Total and Compensation Actually Paid

 

   2025   2024   2023   2022   2021 
Total compensation as reported in SCT $1,815,277  $1,563,373  $1,779,242  $1,696,915  $1,671,003 
Change in pension values reported in SCT for covered fiscal year  (138,000)  (3,000)  (157,000)  ---   (14,000)
Pension value attributable to covered fiscal year’s service and any change in pension value attributable to plan amendments made in covered fiscal year  36,000   37,000   43,000   40,000   39,000 
Fair value of equity awards granted during covered fiscal year  (93,756)  (117,312)  (91,494)  (105,144)  (89,590)
Fair value of equity awards granted in covered fiscal year and that were unvested at end of such covered fiscal year - valued at year-end  124,410   112,866   130,806   110,370   103,075 
Change in fair value from end of prior fiscal year to end of covered fiscal year for awards made in prior fiscal years that were unvested at end of current fiscal year  (7,461)  (4,257)  (15,594)  19,565   102,823 
Change in fair value from end of prior fiscal year to vesting date for awards made in prior fiscal years that vested during covered fiscal year  (21,372)  (3,481)  (39,964)  8,208   25,900 
Total compensation actually paid to PEO $1,715,098  $1,585,189  $1,648,996  $1,769,914  $1,838,211 

  

(3) Represents the average of the total compensation of each of our non-PEO NEOs as reported in the SCT for each year indicated. The non-PEO NEOs included in this calculation for each year are as follows: William V. Turner, Rex A. Copeland, Kevin L. Baker and John M. Bugh.
(4) Represents the average of the total compensation actually paid to our named non-PEO NEOs as reported in the SCT, as computed in accordance with Item 402(v) of Regulation S-K. The amounts do not reflect the actual amount of compensation earned by or paid to the non-PEO NEOs during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to average total compensation for the non-PEO NEOs as a group for each year to determine the compensation actually paid:

 

Reconciliation of Non-PEO NEOs SCT Total and Compensation Actually Paid

 

   2025   2024   2023   2022   2021 
Total compensation as reported in SCT $686,193  $643,335  $636,394  $558,415  $525,616 
Change in pension values reported in SCT for covered fiscal year  (66,000)  (22,500)  (71,250)  ---   (28,750)
Pension value attributable to covered fiscal year’s service and any change in pension value attributable to plan amendments made in covered fiscal year  16,500   17,750   18,000   19,250   18,750 
Fair value of equity awards granted during covered fiscal year  (52,287)  (65,424)  (51,026)  (74,814)  (63,580)
Fair value of equity awards granted in covered fiscal year and that were unvested at end of such covered fiscal year - valued at year-end  69,383   62,945   72,950   78,532   73,150 
Change in fair value from end of prior fiscal year to end of covered fiscal year for awards made in prior fiscal years that were unvested at end of current fiscal year  (4,530)  (2,413)  (11,033)  13,695   70,056 
Change in fair value from end of prior fiscal year to vesting date for awards made in prior fiscal years that vested during covered fiscal year  (14,358)  (2,419)  (27,444)  5,427   16,892 
Total average compensation actually paid to non-PEO NEOs $634,901  $631,274  $566,591  $600,505  $612,134 

 

(5) Represents the cumulative five-year total return to shareholders of our common stock and assumes that the value of the investment was $100 on December 31, 2020 and that the subsequent dividends were reinvested. The stock price performance included in this column is not necessarily indicative of future stock price performance.

(6) Represents a cumulative five-year total return to shareholders of a peer group calculated using the same method described in footnote (5). For all years listed, the peer group used is the S&P U.S. BMI Banks Midwest Region Index.

(7) Represents our reported net income reflected in the Company’s audited financial statements for each year indicated.
(8) Represents our diluted earnings per common share, for each year indicated, which we believe represents the most important financial performance measure that was used to link compensation actually paid to our PEO and non-PEO NEOs for the most recent fiscal year to Company performance.
       
Company Selected Measure Name diluted earnings per common share        
Named Executive Officers, Footnote Represents the total compensation of our principal executive officer (“PEO”), Joseph W. Turner, as reported in the Summary Compensation Table (“SCT”) for each year indicated. Refer to the “Summary Compensation Table” above. Mr. J. Turner served as our PEO during those years.        
PEO Total Compensation Amount [1] $ 1,815,277 $ 1,563,373 $ 1,779,242 $ 1,696,915 $ 1,671,003
PEO Actually Paid Compensation Amount [2] $ 1,715,098 1,585,189 1,648,996 1,769,914 1,838,211
Adjustment To PEO Compensation, Footnote

Reconciliation of PEO SCT Total and Compensation Actually Paid

 

   2025   2024   2023   2022   2021 
Total compensation as reported in SCT $1,815,277  $1,563,373  $1,779,242  $1,696,915  $1,671,003 
Change in pension values reported in SCT for covered fiscal year  (138,000)  (3,000)  (157,000)  ---   (14,000)
Pension value attributable to covered fiscal year’s service and any change in pension value attributable to plan amendments made in covered fiscal year  36,000   37,000   43,000   40,000   39,000 
Fair value of equity awards granted during covered fiscal year  (93,756)  (117,312)  (91,494)  (105,144)  (89,590)
Fair value of equity awards granted in covered fiscal year and that were unvested at end of such covered fiscal year - valued at year-end  124,410   112,866   130,806   110,370   103,075 
Change in fair value from end of prior fiscal year to end of covered fiscal year for awards made in prior fiscal years that were unvested at end of current fiscal year  (7,461)  (4,257)  (15,594)  19,565   102,823 
Change in fair value from end of prior fiscal year to vesting date for awards made in prior fiscal years that vested during covered fiscal year  (21,372)  (3,481)  (39,964)  8,208   25,900 
Total compensation actually paid to PEO $1,715,098  $1,585,189  $1,648,996  $1,769,914  $1,838,211 
       
Non-PEO NEO Average Total Compensation Amount [3] $ 686,193 643,335 636,394 558,415 525,616
Non-PEO NEO Average Compensation Actually Paid Amount [4] $ 634,901 631,274 566,591 600,505 612,134
Adjustment to Non-PEO NEO Compensation Footnote

Reconciliation of Non-PEO NEOs SCT Total and Compensation Actually Paid

 

   2025   2024   2023   2022   2021 
Total compensation as reported in SCT $686,193  $643,335  $636,394  $558,415  $525,616 
Change in pension values reported in SCT for covered fiscal year  (66,000)  (22,500)  (71,250)  ---   (28,750)
Pension value attributable to covered fiscal year’s service and any change in pension value attributable to plan amendments made in covered fiscal year  16,500   17,750   18,000   19,250   18,750 
Fair value of equity awards granted during covered fiscal year  (52,287)  (65,424)  (51,026)  (74,814)  (63,580)
Fair value of equity awards granted in covered fiscal year and that were unvested at end of such covered fiscal year - valued at year-end  69,383   62,945   72,950   78,532   73,150 
Change in fair value from end of prior fiscal year to end of covered fiscal year for awards made in prior fiscal years that were unvested at end of current fiscal year  (4,530)  (2,413)  (11,033)  13,695   70,056 
Change in fair value from end of prior fiscal year to vesting date for awards made in prior fiscal years that vested during covered fiscal year  (14,358)  (2,419)  (27,444)  5,427   16,892 
Total average compensation actually paid to non-PEO NEOs $634,901  $631,274  $566,591  $600,505  $612,134 
       
Compensation Actually Paid vs. Total Shareholder Return

       
Compensation Actually Paid vs. Net Income

       
Compensation Actually Paid vs. Company Selected Measure

       
Total Shareholder Return Vs Peer Group

       
Tabular List, Table

The following list presents the most important financial measures, as determined by the Compensation Committee, used by the Company to link compensation actually paid to our NEOs, for fiscal year 2025, to the Company’s performance:

 

  ● Diluted earnings per common share
     
  ● Comparison of actual performance to budgeted expectations
     
  ● Return on average assets
     
  ● Return on average tangible common equity
     
  ● Pre-provision net revenue
     
  ● Net interest margin
     
  ● Net charge-off ratio
       
Total Shareholder Return Amount [5] $ 144.49 110.75 107.03 104.07 100.94
Peer Group Total Shareholder Return Amount [6] 159.02 122.1 100.08 98.03 113.59
Net Income (Loss) [7] $ 70,973 $ 61,807 $ 67,800 $ 75,948 $ 74,627
Company Selected Measure Amount [8] 6.19 5.26 5.61 6.02 5.46
PEO Name Joseph W. Turner        
Measure:: 1          
Pay vs Performance Disclosure          
Name Diluted earnings per common share        
Measure:: 2          
Pay vs Performance Disclosure          
Name Comparison of actual performance to budgeted expectations        
Measure:: 3          
Pay vs Performance Disclosure          
Name Return on average assets        
Measure:: 4          
Pay vs Performance Disclosure          
Name Return on average tangible common equity        
Measure:: 5          
Pay vs Performance Disclosure          
Name Pre-provision net revenue        
Measure:: 6          
Pay vs Performance Disclosure          
Name Net interest margin        
Measure:: 7          
Pay vs Performance Disclosure          
Name Net charge-off ratio        
PEO | Change in pension values reported in SCT for covered fiscal year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (138,000) $ (3,000) $ (157,000) $ (14,000)
PEO | Pension value attributable to covered fiscal year’s service and any change in pension value attributable to plan amendments made in covered fiscal year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 36,000 37,000 43,000 40,000 39,000
PEO | Fair value of equity awards granted during covered fiscal year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (93,756) (117,312) (91,494) (105,144) (89,590)
PEO | Fair value of equity awards granted in covered fiscal year and that were unvested at end of such covered fiscal year - valued at year-end [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 124,410 112,866 130,806 110,370 103,075
PEO | Change in fair value from end of prior fiscal year to end of covered fiscal year for awards made in prior fiscal years that were unvested at end of current fiscal year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (7,461) (4,257) (15,594) 19,565 102,823
PEO | Change in fair value from end of prior fiscal year to vesting date for awards made in prior fiscal years that vested during covered fiscal year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (21,372) (3,481) (39,964) 8,208 25,900
Non-PEO NEO | Change in pension values reported in SCT for covered fiscal year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (66,000) (22,500) (71,250) (28,750)
Non-PEO NEO | Pension value attributable to covered fiscal year’s service and any change in pension value attributable to plan amendments made in covered fiscal year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 16,500 17,750 18,000 19,250 18,750
Non-PEO NEO | Fair value of equity awards granted during covered fiscal year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (52,287) (65,424) (51,026) (74,814) (63,580)
Non-PEO NEO | Fair value of equity awards granted in covered fiscal year and that were unvested at end of such covered fiscal year - valued at year-end [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 69,383 62,945 72,950 78,532 73,150
Non-PEO NEO | Change in fair value from end of prior fiscal year to end of covered fiscal year for awards made in prior fiscal years that were unvested at end of current fiscal year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (4,530) (2,413) (11,033) 13,695 70,056
Non-PEO NEO | Change in fair value from end of prior fiscal year to vesting date for awards made in prior fiscal years that vested during covered fiscal year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (14,358) $ (2,419) $ (27,444) $ 5,427 $ 16,892
[1] Represents the total compensation of our principal executive officer (“PEO”), Joseph W. Turner, as reported in the Summary Compensation Table (“SCT”) for each year indicated. Refer to the “Summary Compensation Table” above. Mr. J. Turner served as our PEO during those years.
[2] Represents the amount of “compensation actually paid” to Mr. J. Turner, as computed in accordance with Item 402(v) of Regulation S-K. The amounts do not reflect the actual amount of compensation earned by or paid to Mr. J. Turner during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Mr. J. Turner’s total compensation for each year to determine the compensation actually paid:
[3] Represents the average of the total compensation of each of our non-PEO NEOs as reported in the SCT for each year indicated. The non-PEO NEOs included in this calculation for each year are as follows: William V. Turner, Rex A. Copeland, Kevin L. Baker and John M. Bugh.
[4] Represents the average of the total compensation actually paid to our named non-PEO NEOs as reported in the SCT, as computed in accordance with Item 402(v) of Regulation S-K. The amounts do not reflect the actual amount of compensation earned by or paid to the non-PEO NEOs during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to average total compensation for the non-PEO NEOs as a group for each year to determine the compensation actually paid:
[5] Represents the cumulative five-year total return to shareholders of our common stock and assumes that the value of the investment was $100 on December 31, 2020 and that the subsequent dividends were reinvested. The stock price performance included in this column is not necessarily indicative of future stock price performance.
[6] Represents a cumulative five-year total return to shareholders of a peer group calculated using the same method described in footnote (5). For all years listed, the peer group used is the S&P U.S. BMI Banks Midwest Region Index.
[7] Represents our reported net income reflected in the Company’s audited financial statements for each year indicated.
[8] Represents our diluted earnings per common share, for each year indicated, which we believe represents the most important financial performance measure that was used to link compensation actually paid to our PEO and non-PEO NEOs for the most recent fiscal year to Company performance.
v3.26.1
Award Timing Disclosure
 12 Months Ended
Dec. 31, 2025
Award Timing Disclosures [Line Items]  
Award Timing, How MNPI Considered

General. Stock options have been an integral part of our executive compensation program. They are intended to encourage ownership and retention of Bancorp’s stock by key employees as well as non-employee members of the Board of Directors. Through stock options, the objective of aligning key employees’ long-term interests with those of stockholders may be met by providing key employees with the opportunity to build, through the achievement of corporate goals, a meaningful stake in Bancorp. In fiscal 2022, Bancorp’s stockholders approved the 2022 Omnibus Incentive Plan. Upon approval of the 2022 plan by stockholders, Bancorp’s Board of Directors froze the 2018 Equity Incentive Plan, which means that no new grants of awards will be made under that plan, but outstanding awards under the plan were not affected. The committee administering our equity plans (the “Plan Committee”), which is now the Compensation Committee, but was a separately constituted Stock Option Committee prior to January 19, 2022, considers additional options each year as needed to attract and retain employees. These grants typically have been made late in the third quarter or early in the fourth quarter of each year, though the Plan Committee retains discretion to grant options at any time during the year. Our senior management group provides recommendations to the Plan Committee for option grants for rank-and-file employees. Mr. J. Turner provides recommendations to the Plan Committee for grants to members of the senior management group other than himself. All options granted by the Plan Committee are subject to ratification by the Board of Directors, which typically occurs on the same day as the Plan Committee approval. The Board of Directors and the Plan Committee do not take material non-public information into account when determining the timing and terms of option grants, and we have not timed the disclosure of material non-public information for the purpose of affecting the value of executive compensation. Option grants made during 2025 to the named executive officers are included in the Summary Compensation and Grants of Plan-Based Awards tables.
v3.26.1
Insider Trading Policies and Procedures
 12 Months Ended
Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true