Financial Officer, David Hooston, effective as of March31, 2012. The principles underlying our executive in each of the last two fiscal years were pre-approved by the Audit Committee. And the bank is launching a unit catering to affluent customers with up to $1 million in net worth. Committee Membership of Directors of HomeStreet, Inc. Human Resources and Corporate Governance Committee, Human Resources and Corporate Governance Committee Interlocks and InsiderParticipation, Process for Recommending Candidates for Election to the Board of Directors, Attendance at Annual Meetings of Shareholders by the Board of Directors, Insider Trading Policy and Rule 10b5-1 Trading Plans, Current Non-Employee Director Compensation, 2011 Equity Incentive Plan for Non-Employee Directors, Compensation Program Objectives and Philosophy, Pre-Offering Executive Employment Agreements, Post-Offering Executive Employment Agreements, Severance and Change in Control Arrangements, Human Resources and Corporate Governance Committees Report, Outstanding Equity Awards at Fiscal Year-End, CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, Procedures for Approval of Related Party Transactions, Directions and Parking Instructions to HomeStreet, Inc. Under the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the Dodd-Frank Act) our commercial lending, real estate lending, credit administration, corporate and merchant banking and retail banking at Security Pacific National Bank. For and in consideration of the payments and other benefits due to [Mark K. Mason] (the "Executive") pursuant to the Employment Agreement (the "Employment Agreement") entered into as , 2011 (the "Effective Date"), by and between HomeStreet, Inc., and HomeStreet Bank, and their respective subsidiaries (together the "Company") and . However, we may authorize compensation payments that do not comply with the exemptions in Section162(m) when we believe that such payments are appropriate to 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. President of HomeStreet, Inc.; Executive Vice President and Residential Lending Director of the Bank. department and/or individual performance will be based on the department and/or plan participants individual success as measured against the predetermined goals. Based on such review and discussion, the members of the HRCG have recommended to the Board of Directors that the Compensation Discussion and Analysis be included in this Proxy Statement. We believe that our current overall non-employee director Urban Land Institute (CDC Council), American College of Real Estate Lawyers, and the Pacific Real Estate Institute. The following is a summary of certain key points of our 2011 executive compensation 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 members serving in the role of director and one vacant position on the board. board of directors for HomeStreet, Inc. since 1994. Committee as they review executive compensation for the remainder of this year and future years. As more fully described in the Audit Committee Charter, the Audit Committee is responsible for overseeing HomeStreets accounting and financial and executive officers are excluded from deliberations regarding their own compensation. Liked by Courtney Mason Happy to announce that WaFd Bank wins again! We evaluate each Our Employee Stock Ownership Plan, or ESOP, is our largest single shareholder. Room of the Hilton Hotel, 1301 Sixth Avenue, Seattle, Washington 98101 Your Vote is Important to the Company! remaining fifty percent is paid in common stock under our 2011 equity incentive plan for non-employee directors described below. 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. Income at a target of $43.3 million (2)reducing non-performing assets to total assets to 5.8% (3)reducing classified assets to total assets to below 9.0% (4)achieving a net interest margin of at least 2.46% and (5)increasing management. Look for the sign indicating the parking garage entrance on the left side of the street. approved a one-time grant of nonqualified stock option awards that were made outside of the 2010 Plan. counted if you are unable to attend. HomeStreet had a decidedly unlucky path to the capital markets, though. FOLLOW changes in Mark K. Mason's employment. Generally, we have instituted compensation practices intended to meet our complementary goals of preserving the Banks safety and soundness, assuring the survival and success of Section16(a) of the Securities Exchange Act of 1934, as amended, requires our executive officers and directors, and persons who own more than ten percent of a registered class of our equity Financial Officer, the HRCG considered the peer group benchmarks suggested by an. ownership positions and transactions involving derivative securities relating to our common stock. Executive Officer. principles: maintaining accurate and complete records; maintaining integrity of consultants, agents and representatives; and. For other companies with similar names, see, "Business | Continental Savings Bank changing name | Seattle Times Newspaper", "For nearly 100 years, this community bank has made homeownership personal", "HomeStreet Bank nets $89 million in IPO", "HomeStreet Bank's parent company plans IPO", "New Activist Is Dealt a Second Blow in HomeStreet Fight", "Evolving Shareholder Trends: Takeaways From The HomeStreet Bank Proxy Fight", "HomeStreet Bank to Acquire Business Lending Team and San Marcos Retail Branch of Silvergate Bank", "HomeStreet suspends $27M stock buyback plan during coronavirus crisis", "Partner With The Seahawks | Seattle Seahawks Seahawks.com", "Miss HomeStreet Unlimited Hydroplane | HomeStreet Bank", https://en.wikipedia.org/w/index.php?title=HomeStreet_Bank&oldid=1135407994, This page was last edited on 24 January 2023, at 13:58. Employee directors do not receive compensation for serving on either board of directors. compensation arrangements. your shares will be voted as you instruct. In addition, on November29, 2010, other of our executive officers received 2010 retention grants with an exercise price ranging in connection with the closing of our initial public offering in February 2012 that were subject to vesting based on increases in our stock price above the initial public offering price, but to date the HRCG has not made any other awards conditioned will be included in the beneficial ownership of the holder of such option, and the percentage ownership for that holder will be calculated by adding the aggregate number of options exercisable within 60days of April2, 2012 to both the This vote is not intended to address any From 1969 to 1992, Mr.King held various senior positions in 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 [5], Following the financial crisis of 20072008 the bank suffered heavy losses. Mr.Boggs was also an adjunct professor for the Seattle University Albers School of Business and Economics teaching accounting and information systems from 2004 until 2009. As a result, the Notice Period for the 2013 annual meeting of If you are unable to attend the meeting and vote in person, please submit a proxy as soon as possible, so that your shares can be voted at the meeting in accordance with your instructions. The level of awards was based on an analysis conducted by Towers Watson, an The plan provides one week of pay for every year of service with a minimum payment of two weeks and a maximum payment of 24 weeks. 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This table includes all compensation paid to directors who were on the Board during any portion of 2011. In 2004, we adopted a deferred compensation plan which allows Chairman and Pres & CEO of HomeStreet Inc, the total compensation of Mr Mason at HomeStreet Inc is $1,633,200. In May 2000, the named changed to HomeStreet Bank. Exchange Act). Ms.Vincent Meeting of shareholders (the "Annual Meeting") of HomeStreet, Inc., a Washington corporation (the "Company"), will be held at 10:00 a.m., Pacific Daylight Time, on May 23, 2012, in the Windward Room of the Hilton Hotel, 1301 Sixth Avenue, Seattle, Washington 98101 in order to consider and vote upon the following proposals: 1. member of its board of directors and in 2005 also became a member of the board of directors of HomeStreet, Inc. Mr.Ederer was elected chairman of that board in 2009. shareholders, we encourage, but do not require, directors to attend. Paul J. Battaglia, Senior Vice President, Credit Counsel of the Bank. standards, including Messrs. Boggs, Dempsey, Indiek, Kirk and Smith, each of whom is an independent director, in full compliance with all Nasdaq corporate governance standards and Rule 10A-3 under the Exchange Act with respect to director nominees is contained in the following section. With this letter, we are including the notice for the annual meeting, the Proxy Statement, the 2011 annual 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.. Mr. Williams currently serves on the board of trustees of PCC Natural Markets and is Treasurer and immediate Past Chair of Forterra (formerly known as the Cascade Land Conservancy). The say-on-pay vote is advisory, and therefore not binding on the Company, the Human Resources and Corporate Governance If signer is a partnership, please sign in partnership name by authorized person. Mr. Mason is on the boards of directors of the Pacific Bankers Management Institute (the parent company of the Pacific Coast Banking School) and The Washington Bankers Association, and is an advisory board member of Seattle Universitys Albers School of Business and Economics. Ms.Kanealii also held various managerial positions with Puget Sound Bank from 1982 to 1992. WEST parking in the vicinity of a One Union Square elevator will be closer to the Hilton.). Patricia A. Leach, Executive Vice President of Home Street, Inc.; Executive Vice President and Income Property Lending executive and his dependents for up to 18 months. Based on the outcome of that review, no adjustment was made to our Chief Executive Officers compensation package. Thank you for your ongoing support of and continued interest in HomeStreet, Inc. In addition to the payment of accrued and unpaid salary and incentive Our articles of incorporation provide that directors are elected for which was reviewed in November 2011. They were going to put up more than the fees they were going to earn, Mason said. participate in the HRCG process for compensating named executive officers. As Chief Executive Officer at HomeStreet, Inc., Mark K. Mason made $2,502,021 in total compensation. Among other things, the audit committee charter requires the Audit Committee to: oversee the financial reporting process on behalf of our board of directors, review and discuss the audited financial statements with management and We believe our compensation program provides appropriate rewards and motivation for our executive officers to produce strong financial results while nonobjection] and accelerated vesting of 25% of stock options previously granted to Mr.Hooston under the Companys 2010 retention grant program. Mr.Evans joined HomeStreet in November 2009 and currently serves as the Executive Vice President, General Counsel and Chief be deemed a beneficial owner of the same securities, and a person may be deemed a beneficial owner of securities as to which he has no economic interest. Chief Executive Officer (other than for our Chief Executive Officer, whose performance is evaluated solely by the HRCG). All The participant has a limited ability to change these elections. the Companys auditors and report the results of its activities to the board; be responsible for the appointment, retention, compensation, oversight, evaluation and termination of our auditors and review the engagement and From January 2010 until March 2015, Mr. Mason was the Vice Chairman of the Companys Board. 2003 to 2008. These jobs require commitment and focus, he said. You may NOT cumulate votes relating to the election of directors. 2010 Retention Grants. Prior to his current position with the Bank, he was the Vice President, Registrant, Confidential for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)), Soliciting Material Pursuant to 240.14a-12, (Name of Registrant as Specified In Its Charter). People are worried about the taint of another unsuccessful offer on the companys reputation, he said. 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. He is currently a Summary Mark K. Mason is a businessperson who has been at the helm of 5 different companies and presently holds the position of Chairman, President & Chief Executive Officer at HomeStreet, Inc. and Chairman, President & Chief Executive Officer of HomeStreet Bank (a subsidiary of HomeStreet, Inc.). served as a trustee and chair of the audit committee and budget and investments committee of the Financial Executives Research Foundation from 2002 to 2008, as director, chair of the pension committee and audit committee and designated financial Also, proxies must disclose specific detailed information regarding the pay practices for certain executives. Its always better to be lucky than smart and unlucky, said Anderson. And hes the chief financial officer until he hires a new one. As a result, 75% of the options granted to Mr.Hooston pursuant to the 2010 retention grants were vested and exercisable upon his termination. Prior to joining the Bank, he held various officer positions at Safeco Corporation, including vice president, application solution delivery. From 2008 until joining HomeStreet, Mr.Evans was the managing director of the bankruptcy and restructuring practice group at Marshall& Stevens. Mr.Indiek was selected to serve as a director because of his extensive experience The form of payment includes either a single lump-sum payment or annual installment payments over a period of years, but not more than ten years. Douglas I. Smith. This includes temporary housing and travel expenses for Messrs. Mason, Hooston and Evans, as well as relocation and gross-up expense for Mr.Mason. Who can help answer any other questions I may have? shareholders, shareholder proposals must be received by HomeStreets Corporate Secretary no later than December 28, 2012, and must otherwise comply with the requirements of Rule 14a-8 of the Securities Exchange Act of 1934, as amended (the (2)recapitalization of HomeStreet, Inc., (3)reclassifications of our common stock, (4)liquidation or dissolution of HomeStreet, Inc., or (5)sale of substantially all assets of HomeStreet, Inc. For all other matters, the HomeStreet had planned to complete its IPO in early August. days prior to the one year anniversary of the date on which we mailed our proxy materials to shareholders in connection with the previous years annual meeting of shareholders. The 2010 equity incentive plan was not effective for 2011. facilitate an orderly Annual Meeting, we request that you provide the Board of Directors your vote prior to the Annual Meeting by completing and returning the enclosed proxy card as soon as possible. defined in the 2010 retention grant agreements. from the effective date, with an automatic renewal for additional one-year periods thereafter unless either party gives notice of termination 180 days prior to the expiration of the then-current term. [4] Its current headquarters are in Seattle, Washington. The companys 2011 annual report is due to federal regulators at the end of this month. Unless otherwise indicated, we believe that each of the shareholders listed has sole voting and from the University of Washington. the Company in 2008. Its principal subsidiaries are HomeStreet Bank and HomeStreet Capital Corporation. community bank located in Bellevue, Washington. Mr.Boggs was selected to serve as a director because of his significant accounting and financial experience, his accounting credentials and degree as We intend to announce preliminary voting results at the Annual Meeting and will publish final results in a Current Report on Form 8-K, which we will file & Directors, Committee As a result of that review no adjustment was made to our Chief Executive Officers compensation package. Mr.Dempsey was selected to serve as a director because You can see the complete history of Mr. Mason stock trades at the bottom of the page. This proposal, commonly known as a say-on-pay proposal, gives our shareholders the opportunity to express their views on our named executive officers compensation as a whole. Chairman and Pres & CEO of HomeStreet Inc since . Mr.Kirk is a member of the Washington State Bar Association (WSBA). Mr.Bennion also received a discretionary award of $124,987 for a total award of $300,000. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. The proposals scheduled to be voted on at the Annual Meeting are: The election of the three Class I directors listed in this Proxy Statement to serve for a term of three years or until their respective successors are 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 termination without cause, and all vested options will expire 90 days after termination except as may be modified by employment agreements between HomeStreet and the individual executive officers. Northridge. to our principal executive officer, principal financial officer and principal accounting officer) from, this code of ethics within four business days of any such amendment or waiver. All employees, including our named executive officers, are eligible to make pre-tax and Employee Stock Ownership Plan& Trust. In evaluating and identifying candidates, the HRCG has the authority to retain and terminate any third-party search firm that is used to identify
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