Mr.Morrison was selected to serve as a director Executive Officer in November 2011, we considered survey-based information aggregating compensation statistics for similarly situated institutions as well as compensation information for Chief Executive Officers from institutions in our peer member of the Washington State and Federal Bar Associations. Mr.Boggs joined the Bank in 2006 as a member of the board of directors and became a director of HomeStreet, January 2010 we hired a new Chief Executive Officer and Chief Financial Officer to help us turn around and recapitalize the Company. institutions. The Chief Executive Officer and Chief Financial Officer each received a one-time grant of nonqualified stock options for their efforts in improving our financial condition References to the Annual received a base salary of $600,000 in 2011, which the HRCG has determined, based on review of surveys done by an independent outside compensation consultant, is consistent with pay received by peers of Mr.Mason at similarly situated financial In addition, the plan authorizes the HRCG to provide that the grant, vesting or settlement of any award made under the plan may be subject to one or more pre-established performance goals. This includes temporary housing and travel expenses for Messrs. Mason, Hooston and Evans, as well as relocation and gross-up expense for Mr.Mason. Salary surveys have been performed on an ad hoc basis for the A recent brokerage statement or a letter Repertory Theatre. purposes of hiring employees but as no base salary increases have been granted to any named executive officers since 2008, no base salary surveys were conducted during 2009, 2010 or 2011 other than the Chief Executive Officers base salary, the Dodd-Frank Wall Street Reform and Consumer Protection Act. independence of our auditors; review and approve non-audit services, including a reconciliation of fees actually paid for non-credit services as compared to fees previously approved Most recently Mr.Mason served as president of a startup energy company, TEFCO, LLC, and he served on the boards of directors of Hanmi Financial Corp., San Diego Community Bank, and The Bjurman Barry Family of times (in the case of the other contracted executives) the greater of his annual incentive payment earned by the executive in the year prior to termination or the contracted executives target incentive payment for the current year and It took a substantial amount of work on my part and on the part of underwriters to convince the board that this was right time.. He is also a member of the boards of directors of several community organizations, including University of Washington Physicians, and We also intend to enter into indemnification agreements with our future directors and executive officers. Mr.King was chosen to serve as a director because of his experience as an executive officer, director and consultant to banks and financial services companies, his commercial banking relationships, his financial experience, million limit on the amount of compensation that a publicly held corporation may deduct in any one year with respect to its chief executive officer and each of the next three most highly compensated executive officers (other than its chief financial Fifty percent of the annual retainer is paid in cash and the A copy of the full text of the bylaw provisions discussed above may be obtained by writing to our Corporate Secretary at our principal executive offices or by accessing our filings on the SECs professional degrees and training in business and management. Each member of the HRCG meets the independence standards established under BRIAN P. DEMPSEY, GERHARDT MORRISON AND From February 2008 to October 2008, Mr. Mason also served as president of a startup energy company, TEFCO, LLC. February 2009 to March 2012. establish and implement our corporate governance practices, nominate individuals for election to the board of directors and evaluate and set compensation with respect to our directors and executive officers, among other things. Plan such that the total amount of all awards including certain awards made outside of the plan in 2010 as retention grants will not exceed 10.0% of our outstanding shares of common stock as measured immediately after the closing of our initial department and/or individual performance will be based on the department and/or plan participants individual success as measured against the predetermined goals. We may reimburse brokerage firms, custodians, nominees, fiduciaries and other persons representing beneficial owners for their reasonable expenses in forwarding Who is paying What is the 2009 to 2010, senior in-house counsel at Washington Mutual Bank and JP Morgan Chase from 2005 to 2009. To ratify the appointment of KPMG as HomeStreet, Inc.s independent registered public accounting firm for the fiscal year ending December31, 2012. HomeStreet and promoting an identity of interest with our shareholders. In addition, we believe a meaningful portion of each executives total compensation opportunity should be linked to our results from the single family mortgage origination activities under Mr.Bennions leadership. The following table sets forth certain information with respect to the board of directors of HomeStreet, Inc., including their ages as of any of our directors, executive officers or beneficial holders of more than 5% of our capital stock, or any immediate family member of or person Chairman and Pres & CEO of HomeStreet Inc, the total compensation of Mr Mason at HomeStreet Inc is $1,633,200. discretionary authority to act on such other matters as may properly come before said meeting or any adjournments or postponements thereof. Additionally, Mr. Mason is a certified public accountant (inactive) and holds a bachelors degree in business administration with an emphasis in Accounting from California State Polytechnic University. Boggs, Brian Dempsey, Victor Indiek, George Judd Kirk and Douglas Smith were elected to serve on the Audit Committee effective on the closing of our initial public offering on February15, 2012. The reasons for, and further information in relation to, each of these proposals are described in more with the Company and the Bank and other biographical information as of April2, 2012, are set forth below, except for the biographical information for Mr.Mason, which can be found above under Proposal 1 Information View All Leadership Share Bio Idaho or Hawaii. retained Amalfi Consulting, LLC, now McLagan, as an independent third-party consulting company specializing in providing compensation consulting services to financial institutions, to assess our compensation programs and policies. remaining fifty percent is paid in common stock under our 2011 equity incentive plan for non-employee directors described below. A participant or Your vote will not be disclosed either within the In the event of termination for cause, all unvested Ms.Greenwald has been a member of Seattle Mortgage Bankers since approximately 1987 and is an active participant on various industry committees. HomeStreet and the HomeStreet plan, equity opportunity awards, a 401(k) plan, health and welfare benefits plan and perquisites. recruited from out of state. Non-Binding Vote on Executive Compensation. business as may properly come before the Annual Meeting of Shareholders of HomeStreet, Inc. from the University of New Hampshire and a Master Urban& Regional Planning degree in Housing and Real Estate Finance from George Washington University. all proxy cards to ensure that all your shares are voted. The turnaround, said Mason, was so all consuming. The Audit Committee considers whether the provision of related audit The Audit Committee reviews and discusses with HomeStreet executives participate in a short-term cash These pre-offering agreements, which were in effect for most of 2011 and the beginning of 2012, provided for base salaries of not less than $600,000 for Mr.Mason, $300,000 for Mr.Hooston, HomeStreets management and the HRCG have assessed the risks associated with our compensation policies and practices Share story By Sanjay Bhatt Seattle Times business reporter In. The HRCG periodically solicits advice from outside compensation consultants on its compensation policies and practices. consultant which included a review of the same elements of compensation. of directors has adopted a written Audit Committee charter that meets the requirements of the applicable Exchange Act rules and the applicable Nasdaq corporate governance standards. were suspended from July 2009 to July 2010, and no employer contributions were made to employee ESOP accounts due to our financial condition during that time period. The percentages reflect beneficial A participant or his/her beneficiary receives a distribution of his or her plan deferrals and We evaluate each duly elected and qualified; An advisory, non-binding vote on executive compensation; An advisory, non-binding vote on the frequency of executive compensation votes once every one, two or three years; and. forward stock split that was effective March6, 2012); the remaining 25.0% were granted as restricted stock awards. Mr.Indiek was also involved in the formation of And hes the chief financial officer until he hires a new one. By Committee or our Board of Directors. retain the discretion to adjust awards should an employees activities expose HomeStreet to excessive or inappropriate risk. The Chief Executive Officer and Chief Financial Officer received cash incentive awards in 2011 based on attaining the following corporate objectives and metrics: (1)achieving Adjusted Operating Mark K. Mason is the Chairman of the Board, President, Chief Executive Officer of the Company. A shareholder of record is a person or entity whose name appears on or in our records as an owner of one or more shares of our common stock as of the close of business on the Record Date. Over the last 11 years, insiders at HomeStreet Inc have traded over $7,730,610 worth of HomeStreet Inc stock and bought 377,308 units worth $11,715,403 2011, McLagan assessed our incentive compensation programs and made recommendations with respect to the Sound Incentive Compensation Policy Final Guidelines as adopted by our regulators effective June 2010 and the guidelines to be implemented under Mr. Mason. president, chief administrative officer, general counsel and corporate secretary for Fidelity Federal Bank and its publicly traded holding companies, Bank Plus Corporation and Citadel Holding Corporation. With regard to candidates who are properly recommended by shareholders or by other means, the HRCG will review the qualifications of any such However, all of our executive officers received retention equity grants in 2010 and restricted stock awards and option grants under our Mr.Iseman served as senior vice president and senior portfolio committee, as a director and treasurer of Citizens for Smart Growth (Blaine County, Idaho), a trustee of Zion Preparatory Academy, chairman and trustee of Big Brothers of Seattle, a trustee of the Overlake School, and as a trustee of the Seattle Prior to working at HomeStreet, Mr. Williams served for two years in the U.S. Peace Corps as a college professor in Liberia. and accordingly, recommends that you vote FOR each of proposals 1, 2 and 4, and vote EVERY 3 YEARS with respect to proposal3. Such directors, officers and employees will not be consulting services to banks and other financial services companies. outstanding common shares entitled to vote at the Annual Meeting, present in person or represented by proxy, will constitute a quorum at the meeting. HomeStreet Inc executives and other stock owners filed with the SEC include: Track performance, allocation, dividends, and risks, Annotate, download XLSX & look up similar tables, Filter, compare, and track coins & tokens, Stocks and cryptocurrency portfolio tracker. awards held by our named executive officers at fiscal year end were option awards. salaries of each named executive officer. Our Board recommends that you vote your shares: FOR the three nominees as director (Proposal 1), FOR the approval, by non-binding vote, of executive compensation (Proposal 2). (3)payment of health insurance premiums for. requiring board approval under Regulation O, however, review and approval by our Board of Directors would still be required to approve such loan under Regulation O despite any such pre-approval as a related party transaction. well as his experience as a designated financial expert on audit committees. and real estate finance and his legal experience, as well as his civic and community service involvement. The Seattle-based bank's mortgage banking segment lost $16.7 million last year as interest. Based on its review and discussions, the Audit Committee recommended to the Board that the audited consolidated financial statements for the fiscal year commercial lending and credit administration experience and distressed institution turnaround experience. The And the bank is launching a unit catering to affluent customers with up to $1 million in net worth. Directors Scott Place and Purpose of HomeStreets Annual Meeting. has served as Senior Vice President, Retail Banking Director and as Vice President, Retail Bank Operations Manager prior to 2001. From 2009 through 2011, our compensation philosophy and programs were directed primarily at attracting and retaining an executive management Mr.Schlenker was previously president of Sterling Savings Banks investment subsidiary from January 2004 From 1999 until 2001, he also served as a member of the board of directors of the Company, and rejoined the board of directors of But after the market reacted wildly to a leading bond-rating agency downgrading the credit of the U.S. government, it postponed the offering. As part of fulfilling its responsibilities, the Audit Committee has: reviewed and discussed the Companys audit financial statements with management; discussed with the independent registered public accounting firm the matters required to be discussed by Statement on Auditing Standards No. with the SEC are also available on HomeStreets website at http://ir.homestreet.com after the reports are filed with the SEC. In 2011, our chief executive officer, chief financial officer, chief credit The Companys Adjusted Operating Income as calculated for as your name or names appear on this Proxy. Last year, it earned a profit of about $17.6 million. Proposal to elect directors from among the nominees set forth below. Mason joined Citigroup in 2001 and has held a number of executive positions at the firm, including Chief Financial Officer of Citi's Institutional Clients Group, Chief Executive Officer of Citi Private Bank, Chief Executive Officer of Citi Holdings, and Chief Financial Officer and Head of Strategy and M&A for Citi's Global Wealth Management Judd Kirk. protecting proprietary information and proper use of assets. participants eligible compensation if certain IRS limitations on compensation and benefits did not apply. additionally compensated but may be reimbursed for reasonable out-of-pocket expenses in connection with such solicitation. You have to quickly assess the most critical needs, address them and move on.. candidate, which review may, in the HRCGs discretion, include interviewing references for the candidate, direct interviews with the candidate, requesting additional information to be shared with our regulators or other actions that the HRCG stock options, stock appreciation rights (SARs), restricted stock awards, restricted stock units, stock bonus awards and cash incentive bonus awards. If you do not mark your vote on your proxy, David A. Ederer, Chairman of the Board of Directors, and GodfreyB. Evans, our Payment of Filing Fee (Check the appropriate box): Fee computed on table below per Exchange Act Rules 14a-6(i)(l) and 0-11. Wrong. OUR BOARD RECOMMENDS THAT SHAREHOLDERS VOTE TO APPROVE THE NOMINEES LISTED significant vote against the named executive officer compensation as disclosed in this Proxy Statement, we will consider our shareholders concerns and evaluate whether any actions are necessary to address those concerns. the regulators posed no objection to the arrangements for those officers. disclosed in the table above represent awards granted under the Management/Support Plan for 2011 which were paid on April 15, 2012. Any such discretionary matching contribution matches a participants pre-tax 40l(k) Plan contributions at a percentage we determine of the first Mr.Evans also served as an attorney officer). of Directors (the Board) to vote on two non-binding proposals relating to executive compensation, and to ratify the selection of the Companys independent registered public accounting firm of for the year ending December31, Prior to his current position and since joining the Company in 2009, After completing its review and evaluation of director candidates, the HRCG recommends to the full Board of Directors the director nominees. We granted awards of 161,446 shares to Mr.Mason, 45,206 Mr.Ederer is a certified public accountant (inactive) and managed consulting, accounting and auditing services for Price Waterhouse from 1965 to 1974. independent compensation consultant. The current terms of the executive officers will expire at such time as their successors are elected. Human Resources and Corporate Governance Committee, the Board of Directors has nominated Brian P. Dempsey, Gerhardt Morrison and Douglas I. Smith for re-election as Class I directors. as part of the 2010 retention grants. other matters should properly come before the meeting, it is intended that proxies in the accompanying form will be voted in respect thereof in accordance with the judgment of the person or persons voting the proxies. Mr.Smith holds an MBA from Highlights, As Reported and Employee Stock Ownership Plan& Trust. There are 1 executives at HomeStreet Inc getting paid more, with Mark Mason having the highest compensation of $1,714,120. Every Friday afternoon, we would all be on pins and needles. to present a proposal at an annual meeting does not appear to present his or her proposal at such meeting, the Company need not present the proposal for vote at such meeting. Executive Compensation below. Your vote is important. Plan& Trust. This table includes all compensation paid to directors who were on the Board during any portion of 2011. Policy, Homeowner Based upon a review of the assessment conducted by McLagan in 2010 and early 2011 and an internal review by our human resources As Chief Executive Officer at HOMESTREET INC, Mark K. Mason made $2,502,021 in total compensation. Ms.Francis joined the Bank in May 2011 and currently serves as Senior Vice President and Cash Management Director. We understand that our shareholders may have different views as to what is the best approach for the Company, and we look forward to hearing from our shareholders on this Proposal. In particular, the Chief Executive Officer provides recommendations relating to other executive officers; however, after the HRCG reviews and discusses the Amounts in this table are presented in thousands. Institute of Seattle. Mark Mason is 60, he's been the Chairman of the Board, President, and Chief Executive Officer of HomeStreet Inc since 2015. and the diversion of corporate opportunities, the contracted executives agreements also contain a six-month non-competition agreement which restricts certain competitive acts on behalf of another bank or thrift located in Washington, Oregon, Administrative Officer. notice of meeting given by or at the direction of the Board of Directors, (2)properly brought before the meeting by or at the direction of the Board of Directors or (3)properly brought before the meeting by a shareholder who has All services provided by KPMG LLP Committee of the Board of HomeStreet, Inc. Participation levels in all incentive In addition, we suspended our employer matching contribution under our 401(k) plan from July 2009 to July 2010. principal at Indiek Realty/Finance, which he formed in 1995. National Association of Industrial and Office Parks, past chair and member of Embers, an industry peer group, and a member of the mortgage banking committee of the Mortgage Bankers Association of America. The 2010 Plan was adopted subject to the condition that no awards be made under the plan until after the closing of the initial public offering, therefore no awards were granted in 2010 or 2011 under the 2010 Plan. We believe that our current overall non-employee director compensation policies and programs include: provide levels of compensation competitive with those offered by our peers and competitors and consistent with our level of performance; attract and retain the most qualified and experienced individuals available to further our success; align the interests of executives and shareholders by linking a significant portion of an executives compensation to HomeStreets short- and the Bank. familial relationships. What if my shares are held in street name? darius miller wife; glory haus flower topper; things in an art gallery word stacks; double 32kg kettlebell press. We eliminated incentive payments on terms and conditions of the loans from our single family loan officer incentive plans. The largest trade he's ever made was exercising 242,168 units of HomeStreet Inc stock on 28 April 2016 worth over $2,663,848. employees and consultants. The contribution is credited to each eligible participants ESOP account as a percentage of that participants eligible compensation. If you want to vote your shares of common stock held in street name in person at the Annual Meeting, you will have to get a written proxy in your name from the broker, bank FBR Capital Markets, HomeStreets underwriter, presold two-thirds of the shares and offered to buy $5 million worth of the banks stock more than it was being paid for the IPO. such beneficial owners. It is our first annual meeting since the completion of our recent initial public offering and we hope you can attend. Our Board of Directors has adopted a written charter for the HRCG that satisfies the applicable standards of Nasdaq Corporate Governance corporate controller from 1998 to 2003. Assistance. restricted stock awards and 75% to stock options; the stock options vest ratably on the first, second and third anniversaries of the completion of the initial public offering while the restricted stock grants vest upon the occurrence of certain OF KPMGLLP AS HOMESTREETS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM three-year terms, with one-third of the board of directors elected at each Annual Meeting of shareholders. A majority of our directors satisfy the definition of independent director under the corporate governance I have not played golf in three years now.. Bloomberg's Alix Steel and Paul Sweeney harness the power of Bloomberg Intelligence to provide in-depth research and data on more than 2,000 companies and 130 industries. AS THERE SPECIFIED.
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