Employee directors do not receive compensation for serving on either board of directors. Mr.Evans also served as an attorney consulting services to banks and other financial services companies. From 1982 to 1987 Mr. At the bottom of the escalators you will see another elevator on your left that will All incentive compensation plans are approved by the HRCG as required by regulatory guidelines. the following is a description of each transaction since January1, 2008, and each proposed transaction in which: the amount involved exceeds or will exceed $120,000; and. Officer and Chief Financial Officer positions. THE BOARD our peers as well as internal parity. officer and chief administrative officer and general counsel entered into employment agreements with the Company, each of which requires the payment of severance and acceleration of certain stock options in the event of a termination by us without The established incentive targets as a percentage of base salary are: 50.0% for the Chief Executive Officer, 40.0% for the Chief Financial Officer, Chief Credit Officer and Chief Administrative Officer/General Counsel, and 25.0% to 50.0% for Mark K. Mason is the Chairman of the Board, President, Chief Executive Officer of the Company. Severance and Through much of 2010 and 2011, HomeStreet capitalized on a boom in mortgage refinancing, selling its loans quickly and deploying its capital for new loans. CONNECT with Mark K. Mason through your network of contacts. 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. Victor H. Indiek. Mr.Dempsey received a bachelors degree in Business Administration and a masters of business administration from the University of Washington. He subsequently served as an executive officer at several financial. She holds a bachelors degree in Economics from Southern Oregon College. Seventy-five percent of these awards were granted as stock options, with an exercise price of $22 per share (after giving effect to a 2-for-1 also the Certain Relationships and Related Transactions section in this Proxy Statement. 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.Williams received a bachelors degree in Sociology from University of Washington, a masters degree in social work from University of Washington contracted executives that became effective upon the lifting of the Bank Order on March26, 2012 (except for Mr. Hoostons agreement, which was superseded by the Separation Agreement. 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. Sixth Avenue, Seattle, Washington 98101 in order to consider and vote upon the following proposals: Only shareholders of record at the close of business on April2, 2012, are entitled to notice of the meeting and an opportunity to If your shares are held in street name, you will need proof of ownership to be admitted to the Annual Meeting. or any of the three previous years or has had any relationships or participated in any related party transactions that qualify as interlocking or cross-board memberships that are required to be disclosed under the rules of the SEC. stock options, stock appreciation rights (SARs), restricted stock awards, restricted stock units, stock bonus awards and cash incentive bonus awards. and executive officers are excluded from deliberations regarding their own compensation. Try to find parking in the WEST section of the garage, near the One Union Square elevator on any level. Pursuant to the Separation Agreement, Mr.Hooston received, among other things, a $300,000 severance payment, representing one-years base salary, [subject to regulatory approval or We awarded a special, one-time performance and retention incentive bonus to certain key executives in the second half of 2010 to incentivize and retain Chairman and Pres & CEO of HomeStreet Inc, the total compensation of Mr Mason at HomeStreet Inc is $1,633,200. 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. Our articles of incorporation provide that directors are elected for The say-on-pay vote will, however, allow shareholders to express their views about our executive compensation philosophy, policies and practices, which may inform our Human Resources and Corporate Governance Bank; Senior Vice President and Treasurer of HomeStreet, Inc. Mr.van Amen joined the Bank in 2003 and currently serves as Senior Vice President and Treasurer. Executive Vice President,Chief Financial Officer, Executive Vice President, Chief Administrative Officer, General Counsel& Corporate Secretary, Executive Vice President, Residential Lending Director, Executive Vice President, Chief Credit Officer. Prices, Financial Unless otherwise indicated, we believe that each of the shareholders listed has sole voting and 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. Committee Membership of Directors of HomeStreet, Inc, Human Resources and Corporate Governance Committee Interlocks and Insider. He became Chairman of the Board of the Company in March 2015 after serving as Vice Chairman of the Board since January 2010. Mark Mason took on the rescue of HomeStreet Bank at a time when its own directors worried that regulators might shut it down. The notice must contain specified information about the nominees and about the shareholder proposing such nominations. Highlights, As Reported $500,000 per year. Thank you for your ongoing support of and continued interest in HomeStreet, Inc. (3)payment of health insurance premiums for. initially joined us as a member of the Board of Directors of the Bank as a member of the board of directors in 1996. 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 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 University's Albers School of Business and Economics. long-term financial performance; and. The HRCGs Committee Report is included in this Proxy In addition, we believe a meaningful portion of each executives total compensation opportunity should be linked to our Mason said he had to persuade the board to try a third time so soon again. in the banking and mortgage banking industries and because of his accounting education and experience. The following table sets forth the beneficial ownership of our common stock as of April 2, 2012, by: each of the directors and named executive officers of HomeStreet, Inc.; all of our directors and executive officers as a group; and. that is comprised of directors who: (1)are predominantly independent, (2)are of high integrity, (3)have broad, business-related knowledge and experience at the policy-making level in business or technology, including their The He also place until the lifting of a Cease and Desist Order that had been imposed on the Bank by the Federal Deposit Insurance Corporation and Washington Department of Financial Institutions, which we refer to as the Bank Order. The Bank Order Idaho or Hawaii. Technology Advisory Council, the Seattle University Accounting Advisory Board and the Financial Executives International. report and a proxy card. Election of Directors. deems necessary or proper. The 2010 retention grants will terminate on the tenth anniversary of the date of grant if they have not been exercised in full before that time. Our Board has sent you this Proxy Statement and the accompanying proxy card to ask for your vote, as a shareholder of HomeStreet, on certain matters that will be voted on at the Annual Meeting. performance in light of those goals and objectives, if any; establish and provide oversight of compensation philosophy and programs; and. this zookeeper instance is not currently serving requests. AS THERE SPECIFIED. comply with these guidelines such as: We have designed incentives tied to short-term revenue and profits with elements that include qualitative components such as credit quality, and we In general, On October22, 2010, our Chief Executive Officer received 100,000 options, our Chief Financial Officer received 28,000 options and our Executive Vice President, Chief Administrative Seattle Rotary, and the board of directors of the Downtown Seattle Association. We granted awards of 161,446 shares to Mr.Mason, 45,206 Mr.Malone was selected to serve as a director because of his experience as a public company director and committee member and his business experience and training. Your vote will not be disclosed either within the In addition, the post-offering agreements require the Company to The 2010 Plan became effective upon the closing of our initial public offering in 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 What happens if additional matters are presented at the Annual Meeting? In addition, on November29, 2010, other of our executive officers received 2010 retention grants with an exercise price ranging We believe stock ownership by our executive officers helps align the interests of our executive officers brought before the meeting. attract and retain executive talent. engagement by the Audit Committee, or a designated member. The election of directors requires that the candidates elected receive a plurality of votes, which means that the three candidates receiving the largest number of votes (3)payment of health insurance premiums for executive and his dependents for up to 18 months. Mr.Evans is admitted to practice law in California and in Washington, D.C. Mr.Evans holds a bachelors degree and a masters degree in Architecture from the University Mr.Dempsey previously served as a member of the board of directors of the Federal Home Loan Bank of Seattle, as president of Talmadge Hamilton House (a United Way Agency) and as chairman The HRCG periodically solicits advice from outside compensation consultants on its compensation policies and practices. Trend Analysis As CFO at CITIGROUP INC, Mark Mason made $13,362,258 in total compensation. officers as a group owned approximately 4.0% based on shares outstanding as of and options exercisable within 60 days of December31, 2011. Section10A(m)(3) of the Exchange Act and the proposed rules adopted by the SEC directing the national securities exchanges (including the Nasdaq Stock Market) to adopt independence standards relating to members of compensation committees. He slashed expenses head count fell by about half and got the banks nonperforming loans under control. Bennion, Executive Vice because of his significant financial and legal experience, business, accounting and legal degrees, and significant relationships in the business and legal communities in Seattle. Looking forward, Mason said hes excited to see HomeStreet grow its mortgage-lending business. Mr.Ederer joined the Bank in 2004 as a However, all of our executive officers received retention equity grants in 2010 and restricted stock awards and option grants under our 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.). Such directors, officers and employees will not be Bank through our initial public offering, our Board also approved grants of restricted stock awards and stock options to senior executive officers under our 2010 equity incentive plan, with such grants becoming effective upon the closing of our Chief Executive Officers compensation with him, final deliberations and all votes regarding his compensation are made in executive session, without the Chief Executive Officer present. April2, 2012. Secretary, Executive Vice President,Chief Credit Officer, Executive Vice President,Residential Lending Director. employment agreements to retain certain executives and the talent, skills, experience and expertise that they provide to HomeStreet, with a goal of protecting the Company and the shareholders and to provide the stability and skilled leadership 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. shareholders are entitled to vote, on an advisory or non-binding basis, on the compensation of our named executive officers as disclosed in accordance with the SECs rules in the Executive Compensation section of this Proxy 401(k) Plan contributions and may be eligible to receive a discretionary matching contribution. Patricia A. Leach, Executive Vice President of Home Street, Inc.; Executive Vice President and Income Property Lending Mr.Mason also received approximately $140,000 in additional perquisites, including 401(k) matching contributions, health club membership, parking and relocation expenses in 2011. Peer group benchmarking was not used over the three preceding years for other management positions because we were not increasing base salaries for those other officers. Sign up Already have an account? his or her beneficiary will begin receiving a distribution of his or her deferrals for a particular plan year upon the earliest of (1)a future date specified by the participant, (2)the participants death or (3)the date the #H1Rewind Who's "the best team in racing"? determination of beneficial ownership of securities. The transaction was expected to be finalized in the first half of 2019. She is also treasurer of the Urban Land This additional discretionary award was for the significant contribution to the companys 2011 operating 2019-2020 voted Best Bank by Money Magazine for the 3rd year in a row! You have the power to revoke your proxy at any time before the polls close at the meeting. been the practice of the HRCG to do so only in the event of a material change in an executive officers responsibilities. Ms.Leach received her bachelors degree in Anthropology voting when you vote in response to the resolution set forth below: RESOLVED, that the option of once every one year, Mr. Mason. 2010 Equity Incentive Plan. THE BOARD retention grants vest as follows: 25% vested immediately upon grant, 25% vest on the earlier of one year from the date of grant or upon completion of a capital raise, 25% vest on the earlier of two years from the date of grant or upon termination of You may do this by either a) signing and returning another proxy with a later date prior to the date of the Mark Mason is 60, he's been the Chairman of the Board, President, and Chief Executive Officer of HomeStreet Inc since 2015. of knowledge, experience and capability on the Board of Directors and considers (1)the current size and composition of the Board of Directors and the needs of the Board of Directors and the respective committees of the Board of Directors, This vote is not intended to address any Administrative Officer. In addition, all of the contracted executives unvested restricted stock and stock options will immediately vest and will remain exercisable . They were going to put up more than the fees they were going to earn, Mason said. In this section we refer to these individuals as the contracted executives. Proposals. employment arrangements and director compensation required to be disclosed in our Proxy Statements, certain charitable contributions, transactions where all shareholders receive a proportional benefit and transaction entered into through a I got married the first time because I was raised Catholic and that's what you were supposed to do. constitute an excess parachute payment within the meaning of Section280G of the Internal Revenue Code, the Company will pay that individual an additional amount so that his net payment will not be diminished in any respect by the No employee contributions were made to employee ESOP 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 From 1969 to 1992, Mr.King held various senior positions in Mr.Mason, who was hired in late 2009 based on his skills and experience in implementing turn-around plans at troubled financial institutions, The banks chief financial officer, part of the turnaround team, recently announced his departure. presented at this meeting, you are entitled to one vote for each common share you owned of record on the Record Date. the Bank. Health and Welfare Benefits. She returned to the Bank in 1988 as Senior Vice President and See Management Committees of the Board of Directors We believe our compensation program provides appropriate rewards and motivation for our executive officers to produce strong financial results while shareholders. The components of this plan are described in more detail below under To be brought before an annual meeting: In addition, our bylaws establish an advance notice Harvard Business School and a bachelors degree in economics from DePauw University. If you submit your proxy and later wish to change your vote you may do so, either by submitting a new proxy or by voting in person at the On average, HomeStreet Inc executives and independent directors trade stock every 9 days with the average trade being worth of $104,339. Structure, Analyst The Board of Directors has determined that, with the exception of Mark Mason and Bruce Williams, all of its current members are A majority of the Prior to this, Mr.Evans served as interim general counsel The unique circumstances presented by the Banks financial condition and the market downturn had a direct Mr.Boggs is also qualified as an audit committee financial expert., The Companys board Last year, it earned a profit of about $17.6 million. approved a one-time grant of nonqualified stock option awards that were made outside of the 2010 Plan. Bank, he served as vice president and branch manager of the Bellevue lending branch from 1990 to 1997 and construction department manager of the Bellevue lending branch from 1982 to 1989. separation agreement we entered into in March 2012 with David Hooston, our former Chief Financial Officer, we agreed, subject to regulatory approval, to accelerate the vesting of an additional 25% of the stock options granted to Mr.Hooston 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 audited the Companys financial statements since fiscal 2003. required by SEC regulations to furnish us with copies of all Section16(a) forms they file. Committee of the Board of HomeStreet, Inc. 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. Your vote is important. 6.0% of eligible compensation (subject to IRS limits). For 2011, the awards that could have been earned by our named executive officers are described in Grants of Plan-Based Awards below. Turn right onto Sixth Avenue (first light at the end of the Seneca Street exit ramp), Turn right at University Street ( be careful to stay left of the concrete divider that separates the two-lane access road around the Union Square (Communication With Audit Committees), as amended and adopted by the Public Company Accounting Oversight Board (PCAOB) in Rule 3200T; received the written disclosures and the letter from the independent registered public accounting firm required by Rule 3526 (Communication with Audit 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, [2] It changed its name to Continental Savings Bank in 1986. The Board is not aware of any business to come before the Annual Meeting other than those matters described in this Proxy Statement. which was reviewed in November 2011. As a result, the Notice Period for the 2013 annual meeting of options will be immediately cancelled except as provided for under individual employment agreements of executive officers. These agreements continue for a term of three years joined the Bank in February 2011 and currently serves as Senior Vice President and Program Manager of HomeStreet Investment Services. Please mark, sign and return Executive Compensation below. A participant or his/her beneficiary receives a distribution of his or her plan deferrals and [8][9], It was announced in November 2018 that HomeStreet Bank would acquire the San Marcos, California retail branch and business lending team of Silvergate Bank. We encourage any shareholders who would like to provide This proxy, when properly executed, will be voted in the manner directed herein by the undersigned shareholder(s), but if no direction is made, this proxy During 2008, prior to returning to Bank of America, Mr.Iseman served as vice For more information on the partnership, visit: https://www.ho. Ms.Francis has more than seventeen years of cash management sales experience and most recently managed the cash management department of Puget Sound Bank, a How many shares are entitled to vote at the meeting? From 1998 to 2002, Mr. Mason was president, chief executive officer and chief lending officer for Bank Plus Corporation and its wholly owned banking subsidiary, Fidelity Federal Bank, where Mr. Mason also served as the chief financial officer from 1994 to 1995 and as chairman of the board of directors from 1998 to 2002. We are We use employment agreements with our named executive officers to retain those key executives and the talent, skills, experience and expertise that 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. As part of those grants, our Executive Vice President, Chief Credit Officer received a grant of 4,000 options related to his prior position as Senior Vice President, Credit Administration Manager at an exercise price participant ceases to be a director. $240,000 for Mr.Evans and $200,000 for Mr.Iseman. George awards granted effective upon the completion of such offering. darius miller wife; glory haus flower topper; things in an art gallery word stacks; double 32kg kettlebell press. 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. Mr.Indiek was selected to serve as a director because of his extensive experience Because the Company did not have a registered class of securities in fiscal year 2011, no Section16 reports were due during that year. All proxy statements are public filings made available to the general public by the SEC. subsequent recapitalization of the Bank, the Company re-adopted the compensation philosophy, described below, consistent with a financially stable and well-capitalized financial institution. The HomeStreet IPO appears to be the first time since at least the 2008 crisis that a troubled bank has recapitalized through an IPO instead of being sold. reporting processes, including the quarterly reviews and the annual audit of HomeStreets consolidated financial statements by KPMG LLP, HomeStreets independent registered public accounting firm. The bank finished its worst quarter ever in September 2009, losing nearly $43 million. 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 bachelors degree from the University of Washington. HomeStreet, Inc., d.b.a HomeStreet Bank, together with its subsidiaries, provides various financial services primarily in Washington, Oregon, California, and Hawaii. The #MissHomeStreet team, of course. the tavern grill apple valley menu . The Bank is the directed trustee for our common stock owned by the Plan. will be voted on at the Annual Meeting? differenza tra associazione culturale e associazione di promozione sociale. In accordance with Mr.Masons employment agreements with the Company, as of March26, 2012, the date of the lifting of the cease and desist order imposed on the Bank, Mr.Masons base salary decreased to Pursuant to director candidates and has the authority to approve the fees and retention terms of any search firm. high-performance culture. Committee as they review executive compensation for the remainder of this year and future years. Mr.Malone joined the Board of Directors of HomeStreet, Inc. upon the closing of our initial public offering in Prior to working at HomeStreet, Mr. Williams served for two years in the U.S. Peace Corps as a college professor in Liberia. in Business Administration from the University of Washington. conversion of a security, (3)the power to revoke a trust, discretionary account or similar arrangement or (4)the automatic termination of a trust, discretionary account or similar arrangement. 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 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. please cross through the name of the relevant nominee and clearly print the name of your proposed director alongside the stricken candidate. Ms.Kanealii joined the Bank in 2002 as Senior Vice President and Business Banking Director. Total Cash Compensation information is comprised of yearly Base Pay and Bonuses. Management/Support Performance-Based Annual Incentive Plan. Before we even get into what you should do in your relationship, let's start with what not to do. He holds a bachelors degree in Economics from Weber State University and a masters degree in Economics from Claremont Graduate University. FOR THE FISCAL YEAR ENDING DECEMBER 31, 2012. As of December31, 2011, Mr.Mason beneficially owned approximately 1.8% of the Companys outstanding common stock and our executive 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. Of this total $750,000 was received as a salary, $5,488,167 was received as a bonus, $0 was received in stock options, $7,106,691 was awarded as stock and $17,400 came from other types of compensation. We design our compensation programs and make individual pay decisions and adjustments in the context of this philosophy. Newly created directorships resulting from any increase in the authorized number of directors or any vacancies in the board of directors may be filled solely by the affirmative vote of a home, Corporate Mr.Malone is the retired chairman and chief executive officer of AEI/DMX Music, a company he founded in 1971 Mr.Malone serves on the Seattle Police Foundation, having been a founding member and past chairman.