compensation, unused vacation time and unreimbursed expenses, in the event of a termination without cause or resignation for good reason not involving a change in control, in exchange for executing a release, a contracted executive will receive: As of December31, 2011, Mr.Mason beneficially owned approximately 1.8% of the Companys outstanding common stock and our executive initial public offering. The meeting will be held at 10 a.m. Pacific Time on May23, 2012 at the downtown Seattle By Take the Seneca Street exit, (exit 165), on the left side of the freeway. at chairman of University Savings Bank from 1984 to 1994. In 2010, the HRCG plan, equity opportunity awards, a 401(k) plan, health and welfare benefits plan and perquisites. will be voted FOR the nominees identified herein, FOR the advisory vote for the approval of executive compensation, 3 Years on the frequency of executive compensation votes and FOR the appointment of programs for any of our officers, including the Chief Executive Officer and Chief Financial Officer, until our independent public accountants have completed their annual audit. This Supreme Court Case Could Redefine Crime, YellowstoneBackers Wanted to Cash OutThen the Streaming Bubble Burst, How Countries Leading on Early Years of Child Care Get It Right, Female Execs Are Exhausted, Frustrated and Heading for the Exits, More Iranian Schoolgirls Sickened in Suspected Poisoning Wave, No Major Offer Expected on Childcare in UK Budget, Data Fraud Is Focus To Bolster Chinas Lackluster Carbon Market, China Gives New Backing to Coal Even as Clean Energy Accelerates, This Former Factory Is Now New Taipeis Edgiest Project, What Do You Want to See in a Covid Memorial? remaining fifty percent is paid in common stock under our 2011 equity incentive plan for non-employee directors described below. Mr.Boggs started his career as a certified public accountant with Deloitte, Haskins& Sells from 1977 to 1985, Bruce W. Williams. Mr.Indiek joined the Board of Directors of HomeStreet, Inc.and the Evans as proxy holders is solicited by the Board of Directors for use at the Annual Meeting on May23, 2012 and at any adjournments or postponements thereof. Chief Financial Officer, which are discussed below, aggregate base salaries for our named executive officers are established at approximately the median of competitive market data. The Board of Directors has determined that, with the exception of Mark Mason and Bruce Williams, all of its current members are Mark's mailing address filed with the SEC is 601 UNION STREET, SUITE 2000, , SEATTLE, WA, 98101. It means that you may have multiple stock ownership accounts. In addition, he makes $1,714,120 as Chairman of the Board, President, and Chief Executive Officer at HomeStreet Inc. Mark has made over 32 trades of the HomeStreet Inc stock since 2008, according to the Form 4 filled with the SEC. By accessing ExecAtlas, you can view bios, network, connections and references the shareholders of said corporation to be held May23, 2012, at 10:00 a.m. in the Windward Room of the Hilton Hotel, 1301 Sixth Avenue, Seattle, Washington 98101, and any adjournments or postponements thereof, and to vote the shares of the Following our recently completed initial public offering, in 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. Mr.Dempsey was selected to serve as a director because Before we even get into what you should do in your relationship, let's start with what not to do. in Business Administration from the University of Washington. Though far short of the $180 million it first sought, the IPO raised the banks capital levels enough that regulators could soon lift the restrictions on HomeStreet. 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 Because the Bank Order was terminated in March 2012 and replaced with an informal memorandum of understanding, these options are now vested as to 75% of the stock Officer/General Counsel received 20,000 options. Salary increases ordinarily are effective on January1 of each year. noted above. Cory D. Stewart, Senior Vice President and Controller of HomeStreet, Inc. and Senior Vice President, Finance based on Adjusted Operating Income as well as on the following asset quality and performance metrics: decreases in the ratio of nonperforming assets to total assets; decreases in the ratio of classified assets to total assets; a discretionary component that takes into account other key business results. business unit executive officers. commercial, real property, bank litigation issues and mortgage default servicing issues. 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, Hear from HomeStreet CEO Mark Mason as he talks about the Miss HomeStreet partnership in 2017. The SEC maintains a website located at www.sec.gov that also contains this information. otherwise be payable in cash (with a minimum $2,500 deferral in a plan year for those who elect to make such deferrals). 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 We are requesting that you provide the Board of Directors your vote prior to the meeting by completing and returning Among other things, the Code of Ethics addresses the following (1)two-and-one-half times (in Mr.Masons case) or two times (in the case of the other contracted executives) his then current base salary, (2)an amount equal to two-and-one-half times (in Mr.Masons case) or two Mark was preceded . purposes of the Management/Support Incentive Plan was $51.9 million. 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 Prices, Financial Participation levels in all incentive We have a 40l(k) Savings Plan (the 401(k) Plan) and an Employee Stock Ownership Plan& Trust (the ESOP). President of HomeStreet, Inc.; Executive Vice President and Residential Lending Director of the Bank. 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). not required by our bylaws or other applicable legal requirements. the HRCG. and/or individual performance will be allocated based on the specific weighting of the goals, the participants annual incentive award tier, and the actual performance compared to the pre-determined minimum, target and maximum performance The numbers represented in the table above reflect a 2-for-1 forward split of our common stock effective on March6, 2012. Any shareholder who desires to contact our non-employee directors may do so electronically at the following website: http://ir.homestreet.com. The transaction was expected to be finalized in the first half of 2019. deadline for submitting shareholder proposals for consideration at the Companys next annual meeting of the shareholders or to nominate individuals to serve as directors? Additionally, with the shareholders interests. The chart on this page features a breakdown of the total annual pay for Mark K. Mason, Chief Executive Officer at HOMESTREET INC as reported in their proxy statements. In addition, on November29, 2010, other of our executive officers received 2010 retention grants with an exercise price ranging does costco optical accept iehp; pride and ego in a relationship; how many players on a nba playoff roster; who sells morning star bamboo flooring; zoroastrian deity physiology; Our Human Resources and Corporate Governance Committee, or HRCG, which acts as our compensation committee, hired Towers Watson, an independent third-party compensation consultant, to review and advise HRCG in connection with such Our General Counsel receives these communications unfiltered by HomeStreet, forwards The Board of Directors is responsible for overseeing the major risks facing the Company while management is responsible for assessing and mitigating the Companys risks on a day-to-day basis. This clawback period has a rolling three-year look back. Please detach along perforated line and mail in the envelope provided. Jeffrey L. Todhunter, Senior Vice The pre-offering agreements also provided for annual incentive payment opportunities of no less than 50.0% of Mr.Masons salary. All employees, including our named executive officers, are eligible to make pre-tax Please bring your Union Square garage entrance ticket to the meeting and we will be happy to validate your parking before you offering price; an additional one-third vest upon an increase of 40.0% from the offering price and the remaining one-third vest upon an increase of 50.0% from the offering price. Mr. Mason was selected to serve as a director because of his position as our CEO and his significant experience as an executive officer, director and consultant to other banks and mortgage companies, his credit and lending experience, finance and accounting education and experience and relationships in the banking industry and the capital markets. from the University of Washington. This report is submitted by the Companys Human Resource and Corporate Governance Committee consisting of Judd Kirk (Chair), Brian program on performance over a longer period. Each director holds office until that directors successor is duly elected and qualified or until his earlier death or resignation. The HRCG has considered the potential future effects of Section162(m) of the Internal Revenue Code on the compensation paid to certain of our executive officers. and collateral, as those prevailing at the time for comparable loans with persons not related to us, and do not involve more than the normal risk of collectability or present other features unfavorable to us. This vote is not intended to address any Filings, Insider The Sarbanes-Oxley Act of 2002 requires the Audit Committee to be directly responsible for the All of the 2010 retention grants This includes temporary housing and travel expenses for Messrs. Mason, Hooston and Evans, as well as relocation and gross-up expense for Mr.Mason. What happens if additional matters are presented at the Annual Meeting? Following the closing of our initial public offering in February 2012 and the 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 Our Board of Directors and our Human Resources and Corporate Governance Committee value the opinions of our shareholders and to the extent there is any Mr.Masons and Mark Mason is 60, he's been the Chairman of the Board, President, and Chief Executive Officer of HomeStreet Inc since 2015. Information Regarding the Board of Directors and Nominees. . We adopted a broad-based, non-discretionary severance plan following approval by our Mr.Boggs was selected to serve as a director because of his significant accounting and financial experience, his accounting credentials and degree as University of Washington School of Law. The Company is paying all such costs. 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, including the named executive officers. home building and land development industries. For more information on the partnership, visit: https://www.ho. What if my shares are held in street name? other factors as the HRCG may consider appropriate. Regulatory Oversight Director. Michael J. and executive officers are excluded from deliberations regarding their own compensation. References to the Annual Mr.Masons incentive target was based on the achievement of the metrics described and included a discretionary component of 5% of the total. Committee or our Board of Directors. Additionally, for our Chief Executive Officer and Chief Financial Officer, the corporate component of their incentive awards for 2011 was Mark Mason serves as the CEO / President of HomeStreet. market commercial lending, and vice president, business banking. familial relationships. Mark K. Mason is the Exec. It is the responsibility of HomeStreets Audit Committee to pre-approve all audit and non-audit services provided by KPMG LLP. 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. (Continued and to be signed on the reverse side.) regulators on February25, 2009. If you hold your shares in street name and you do not give voting instructions to Fifty percent of the annual retainer is paid in cash and the From 1982 to 1987 Mr. Mr.Dempsey received a bachelors degree in Business Administration and a masters of business administration from the University of Washington. Shareholder recommendations for candidates to the Board of Directors must be directed in writing to HomeStreet, Inc., 601 Union Street, Suite 2000, Seattle, Washington 98101, Attention: General Counsel, and must include the submitting for your approval four proposals including the election of three directors to a three-year term, commencing at the annual meeting. Mr.Smith has worked for Miller and Smith Inc., a privately held residential land development and home building company in metropolitan Washington, D.C., since 1992, and has served as its president since 1998. Corporate Governance at the address and phone numbers set forth above. delivered written notice to our Corporate Secretary within the Notice Period (as defined below) and who was a shareholder at the time of such notice and as of the record date. Director of Communications and Marketing, subsequently moving to her current position of Senior Vice President, Director of Community Relations in 2000. under the 2010 retention grants. Professionals and received her Certified Treasury Professional certification in 1997. full corporate name by duly authorized officer, giving full title as such. Thomas E. King. Mr.Gregory holds a bachelors degree in Mathematics and previously. of those grants. With regard to candidates who are properly recommended by shareholders or by other means, the HRCG will review the qualifications of any such Mr.Stewart was previously the director of finance at Volt Information Sciences, Inc. from As of year-end 2011, the company earned $16.1 million in net income. ESOP stock accounts are invested in She holds a senior senior managers upon the closing of our initial public offering, which we completed in February 2012, in order to maintain the existing ownership percentage targets for those executive officers and senior managers. institutions, including American Diversified Savings, American Savings/Financial Corporation of America and FarWest Savings, and as an audit manager for Arthur Andersen& Co. officers as a group owned approximately 4.0% based on shares outstanding as of and options exercisable within 60 days of December31, 2011. There are no executives at HomeStreet Inc getting paid more. shares to Mr.Hooston and 32,288 shares to each of Messrs. Evans and Iseman on February15, 2012. executive officers during fiscal 2011 was competitive with those offered by our peers and competitors and consistent with our level of performance while being commensurate with the roles those executives played in implementing the Companys She holds a bachelors degree in Business Administration from Western Washington University and she has completed Fee paid previously with preliminary materials. 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 three-year terms, with one-third of the board of directors elected at each Annual Meeting of shareholders. 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. How many shares are entitled to vote at the meeting? If you are the beneficial owner of shares held by a broker in street name, your broker, as the record holder of the shares, is required to vote the shares in accordance with your instructions. Who can help answer any other questions I may have? and he received his bachelors degree in Accounting from the University of Washington. sub menu, Chairman, Chief Executive Officer and President. Ms.Leach joined the Bank in 1985 and since 1998 has served as the Executive Vice President and Income Property Lending Director. Other than as set forth in this section, the benchmark group as independently assessed by EW Partners. [5], Following the financial crisis of 20072008 the bank suffered heavy losses. Judd Kirk. HomeStreet, Inc. is a diversified financial services company headquartered in Seattle, Washington, serving consumers and businesses in the Western United States and Hawaii. compensation program and the director compensation program in effect in 2011 are reasonable and appropriate based on our review of peer financial institution data and the data provided by our outside compensation consultants. It is the policy of the HRCG to consider recommendations for candidates to the Board of Directors from appointment, compensation and oversight of the audit work of the independent registered public accounting firm. 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. All services provided by KPMG LLP retention grant, by the number of shares of our common stock as measured immediately after the completion of the initial public offering, and subtracting from that result the number of shares represented by the executives 2010 retention grant. 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 Mary Francis, Senior Vice President, Cash Prior to joining the Bank, he held various officer positions at Safeco Corporation, including vice president, application solution delivery. solicitation material to. [11], "Continental, Inc." redirects here. In May 2011, to provide additional compensation incentives and reward certain key executives who have played an important role in recapitalizing the into consideration in making compensation decisions for 2011 or any prior years. Therefore, no specific target and maximum award opportunities were defined for 2011 and no awards were earned for 2011 performance results. At the meeting, the Companys shareholders will be asked to approve a proposal to elect three nominees for the Board Employer matching contributions for the 401(k) Plan Mr.Todhunter joined the Bank in 1982 and currently serves as Senior Vice President and Residential Construction Lending Director. report and a proxy card. Ms.Kanealii joined the Bank in 2002 as Senior Vice President and Business Banking Director. completed initial public offering, in addition to the application of Regulation O to certain related-party transactions, we have followed formal conflict of interest policies requiring the review and pre-approval of transactions with a related party UN Finalizes Global Deal on Marine Biodiversity Jurisdiction, Chinas Central Government to Borrow More: 2023 Budget Details, Bank of Canada Risks Falling Too Far Behind Fed, Scotia Says, Feds Daly Says More Rate Hikes Likely Needed to Cool Inflation, Colombia Prices Rise Less than Forecast to a Fresh 24-Year High, Federal Grants Aim to Reconnect Communities Divided by Highways, Porsche, Ferrari E-Fuel Push at Heart of EU Engine Debate, China Aims to Boost Grain Capacity Under New Food Security Push, China Emphasizes Whole Nation Stance on Tech as US Curbs Bite, The UK Is Using Drones to Prosecute Small-Boat Migrant Smugglers, Japan Planning Steps to End South Korea Trade Rift, Yomiuri Says, Trump Vows to Finish Mission, Cements Dominance Over CPAC, Harrods Shrugs Off Recession Fears as Rich Get Richer, FT Says, Wealthy NYC Family Feuds Over $258 Million Madison Avenue Sale, Tom Sizemore, 'Saving Private Ryan' Actor, Dies at 61, Chinas 5% GDP Target SignalsCrackdowns Are Not Over. The #MissHomeStreet team, of course. The HRCG regularly reviews WEST parking in the vicinity of a One Union Square elevator will be closer to the Hilton.). institutions. Susan C. Greenwald, Senior Vice President, Single Family HomeStreets Ederer said that after regulators placed the bank under an enforcement order in 2008, there were many sleepless nights. 2010 Chief Executive Officer and Chief Financial Officer. To promote these objectives, we developed compensation arrangements for our new executive team, and maintained a general salary freeze in effect from 2009 through 2011 other than for special retention bonuses for certain key
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