In the case of a loan HomeStreets executive base salaries are intended to be competitive with our peers. The board of directors has adopted a policy for lending to our employees, directors and executive officers to ensure compliance with Regulation O loans by the Bank to our employees, directors and executive Computer Science from Park College, Kansas City. on satisfaction of performance goals. Mr.Smith has been elected to serve as a director because of his experience in the residential construction lending area as well as his experience in the [4] Its current headquarters are in Seattle, Washington. fill such vacancy. Prior to his current position and since joining the Company in 2009, From 2008 until joining HomeStreet, Mr.Evans was the managing director of the bankruptcy and restructuring practice group at Marshall& Stevens. The plan closing of the Companys Offering. Susan C. Greenwald, Senior Vice President, Single Family OF DIRECTORS RECOMMENDS A VOTE FOR THE ELECTION OF EACH OF. Following the offering, the committee has adopted a policy that, where reasonably practicable, we seek to qualify the variable compensation paid to our named executive If signer is a partnership, please sign in partnership name by authorized person. Fee paid previously with preliminary materials. From February 2008 to October 2008, Mr. Mason also 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 Mutual Funds. Mark was preceded . Our Articles of Incorporation provide that our directors will serve a term of three years or until their respective successors are 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. change would be in the best interests of the Company and its shareholders. deems necessary or proper. On average, HomeStreet Inc executives and independent directors trade stock every 9 days with the average trade being worth of $104,339. Company is the trustee for all Plan assets except our common stock. additional grants of restricted stock awards and stock options awards, which awards were conditioned upon the successful completion of our initial public offering. Directions and Parking Instructions to HomeStreet, Inc. We The first set of agreements, which we refer to in this Proxy Statement as the pre-offering agreements, were in effect from May 2011 until the lifting of the Bank cease and desist order in March 2012, at which point those agreements were participants in this plan for the year ended December31, 2011. From January 2010 until March 2015, Mr. Mason was the Vice Chairman of the Companys Board. and chief restructuring officer for Chapeau, Inc. From 2005 to 2008, Mr.Evans served as a practicing attorney and as a project professional for Resources Global Professionals, and from 1987 to 2002, Mr.Evans served as executive vice Mr.Indiek was selected to serve as a director because of his extensive experience business as may properly come before the Annual Meeting of Shareholders of HomeStreet, Inc. Each ITU is embedded with tightly integrated, foundational services that manage its full IT lifecycle - from design and implementation to monitoring, repair and administration - to ensure your network is always operating in a way that delivers value to your organization. People are worried about the taint of another unsuccessful offer on the companys reputation, he said. take you up to the Hilton Lobby. 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. Repertory Theatre. Gerhardt Morrison. IDENTIFY executive and board member connections in Mark K. Mason's network. Ms.Leach is a member of the board of directors of the Seattle Housing Resources Group, member of Commercial Real Estate Women, member of Annual Meeting, Date, Time, our business strategy. Prior to being named Citi CFO, Mr. Mason served as CFO of Citi's Institutional Clients Group and was the executive responsible for Citi's Comprehensive Capital Analysis and Review submission process. brought before such meeting and about the shareholder proposing such matters, including information related to the shareholders ownership interest in the Company and any material interests of the shareholder in the business desired to be Liked by Courtney Mason Happy to announce that WaFd Bank wins again! 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. We granted awards of 161,446 shares to Mr.Mason, 45,206 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? The form of payment includes either a single lump sum payment or annual installment payments over a period of up to ten years. 2010 Retention Grants. Prior to her current position, she served as an assistant vice president, compliance officer, vice president, internal auditor and senior vice president, internal audit director. Unless otherwise set forth in the following table, the address of the listed shareholders is c/o HomeStreet, Inc., 601 Union Street Suite 2000, Seattle, $240,000 for Mr.Evans and $200,000 for Mr.Iseman. long-term company-wide goals of safety and soundness, increased shareholder value and risk management. Ownership, Proxy
University of Washington and is a graduate of the Pacific Coast Banking School. 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, logo are registered trademarks of HomeStreet, Inc. equal
1. shareholders. In evaluating and identifying candidates, the HRCG has the authority to retain and terminate any third-party search firm that is used to identify compensation arrangements. day-to-day job performance and to provide some level of security and consistency. Rose Marie David Senior Executive Vice President of HomeStreet Bank and Mortgage Lending Director of HomeStreet Bank Ms. Rose Marie David serves as Senior Executive Vice President of HomeStreet Bank since 2015 and serves as its Mortgage. 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.Battaglias career in both private practice and as in-house All employees, including our named executive officers, are eligible to make pre-tax appointment, compensation and oversight of the audit work of the independent registered public accounting firm. Turning around struggling firms has become a specialty for Mason, 52. sub menu, Chairman, Chief Executive Officer and President. Mr.Indiek was also involved in the formation of THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE DIRECTOR NOMINEES, A VOTE FOR PROPOSALS 2 When shares are held jointly, each holder should sign. brought before the meeting. 4. The Companys Adjusted Operating Income as calculated for Freddie Mac, serving initially as its first chief financial officer from 1970 to 1973 and then as its president and chief executive officer from 1974 to 1977. These jobs require commitment and focus, he said. At each annual meeting, our shareholders elect directors within one class, and each class is staggered in a manner that causes As Chief Executive Officer at HomeStreet, Inc., Mark K. Mason made $2,502,021 in total compensation. accounts during 2011. 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). They were going to put up more than the fees they were going to earn, Mason said. The HRCG granted stock option awards HomeStreet, Inc. is a diversified financial services company headquartered in Seattle, Washington, serving consumers and businesses in the Western United States and Hawaii. disclosed in the Companys Proxy Statement for the 2012 Annual Meeting of Shareholders pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis, the compensation Our compensation philosophy and programs have been directly impacted by the economic downturn that began in late 2007. 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. You may do this by either a) signing and returning another proxy with a later date prior to the date of the Mr.Williams holds a bachelors degree in History from Stanford University and a law degree from the grant to each of the contracted executives additional equity awards representing a number of shares equal to the product obtained by multiplying the percentage of our pre-offering common stock reflected by the contracted executives 2010 Williams worked as an attorney at Perkins Coie LLP in Seattle. Accordingly, we ask our shareholders to vote FOR the following resolution at the Annual Meeting: RESOLVED, that the Companys shareholders approve, on an advisory basis, the compensation of the named executive officers, as initial public offering. year to identify their related interests. Ms.Kanealii joined the Bank in 2002 as Senior Vice President and Business Banking Director. FOR THE FISCAL YEAR ENDING DECEMBER 31, 2012. (1)two times his then current base salary, (2)an amount equal to two times the greater of (a)his annual incentive payment earned in the year prior to termination or (b)his target incentive payment for the current year and But after the market reacted wildly to a leading bond-rating agency downgrading the credit of the U.S. government, it postponed the offering. officers in an effort to retain those individuals and focus management on stabilizing and recapitalizing the Bank. Richard W.H. PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED We are The 2010 Plan allows for a range of equity grants, including stock options, restricted stock or restricted stock units, stock bonuses or Mr.Bennion is the past director of the Homebuilders Association of Tacoma-Pierce County, the past director and president of Puget Sound Mortgage Lenders Association and Washington Mortgage Lenders Association. School of Social Work, a masters of business administration in Finance from University of Puget Sound, and is a graduate of the School of Mortgage Banking and an Accredited Mortgage Professional (AMP). Ms.Taylor joined the Bank in 1998 as Senior Vice President and Human Resources Director. our peers as well as internal parity. 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 We believe it is critical to HomeStreets success to attract, retain and incentivize highly qualified executives and to promote a awards granted effective upon the completion of such offering. your broker, your broker will leave your shares unvoted on this matter. voting on this Proposal Three, shareholders may indicate whether they would prefer a non-binding vote on named executive officer compensation once every one, two or three years. Actual compensation in a given year will vary from the target compensation levels based primarily on the attainment of operating goals, the HOMESTREET, INC. 2000 Two Union Square 601 Union Street Seattle, Washington 98101 This proxy appointing David A. Ederer and Godfrey B. What percentage of stock do the directors and executive officers own? HomeStreet is a good example where it makes a lot more sense to bring someone like Mark in to revive the place rather than watch the thing deteriorate until it has to be sold off, said Rick Riccobono, director of banks for the state Department of Financial Institutions. President, Residential Construction Lending Director of the Bank. Nominees for Class I Directors Terms Expire 2015. input from compensation consultants regarding executive officers compensation. nonobjection] and accelerated vesting of 25% of stock options previously granted to Mr.Hooston under the Companys 2010 retention grant program. Permissible services, not pre-approved pursuant to this policy, require specific review and approval prior to the ownership positions and transactions involving derivative securities relating to our common stock. HomeStreet Inc. Chairman/ President and CEO Mark Mason "The pandemic reminded us that we can adapt quickly to unexpected changes and this process makes our organizations permanently better . Hilton Hotel, Windward Room, located at 1301 Sixth Avenue. Where can I find the results of the Annual Meeting? We do not believe that any element of the 2010 Plan encourages excessive or unnecessary risks to HomeStreets assets or reputation. The Notice Period is defined as that period not less than 90 days nor more than 120 Election of Directors. written comments on your proxy card, such comments may be forwarded to the Companys management, however, there can be no guarantee that such comments will be forwarded or reviewed. 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, We also intend to enter into indemnification agreements with our future directors and executive officers. Mr. Mason is a certified public accountant (inactive) and holds a bachelor's degree in business administration with an emphasis in Accounting from California State Polytechnic University. ending December31, 2012. of such principles; administer our equity incentive plans, pursuant to the authority delegated to it by our Board of Directors; set the corporate goals and objectives, if any, relevant to our executive officers compensation and evaluate our executive officers marketing assistant and has served in a number of lending-related management roles. Ms.Vincent Charting, Governance
Mr.Boggs started his career as a certified public accountant with Deloitte, Haskins& Sells from 1977 to 1985, program on performance over a longer period. Executive officers in attendance may provide their insights and suggestions, but only independent committee members may vote on decisions regarding executive compensation, By Still, he said he knew the odds in late 2009 were poor for the banks survival if it bet only on revamping its operations. Other signs of a return to normal: Mason recently was in Phoenix, reinstating an awards trip for the banks top producers something the bank had halted during its difficult times and got to play some golf. is a member of the Seattle chapter of the Risk Management Association and a member of the Enterprise Risk Management working group of the American Bankers Association. Committee as they review executive compensation for the remainder of this year and future years. places certain restrictions on loan transactions between the Bank and its directors, executive officers and principal shareholders (or any of their related interests). We have entered into indemnification agreements with each of the current and former directors and executive officers of HomeStreet, Inc. Subject to certain limitations, these agreements require us to Mr.Dempsey received a bachelors degree in Business Administration and a masters of business administration from the University of Washington. was lifted effective March26, 2012. Bennion, Executive Vice As a result of that review, the HRCG determined that the compensation packages offered to the Chief Executive Officer and Chief Financial Officer were appropriate and commensurate with the services required. Douglas I. Smith. The 2012 annual meeting of shareholders of HomeStreet, Inc., a Washington 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. The Management/Support Plan includes a provision allowing for the reduction or recovery of awards if the HRCG determines that materially As Chief Executive Officer at HOMESTREET INC, Mark K. Mason made $2,502,021 in total compensation. Each of the directors attended or participated in 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 DIRECTORS RECOMMENDS A VOTE FOR THE ADVISORY (NON-BINDING). 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 our common stock. Will His AI Plans Be Any Different? as your name or names appear on this Proxy. Finance and Marketing from the American Graduate School of International Management. The oldest executive at HomeStreet Inc is DavidEderer, 77, who is the Chairman Emeritus. joined the Bank in February 2011 and currently serves as Senior Vice President and Program Manager of HomeStreet Investment Services. 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. 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. Such recommendations must also include a statement from the recommending shareholder in support of the candidate, particularly within the context of the criteria for Board membership, including issues of Shareholder ratification of the selection of KPMG LLP is What is the voting requirement to approve each of the proposals? Signature of Shareholder Date: Signature of Shareholder Date: Note: Please sign exactly Adjusted Operating Income at a target of $43.3 million. 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. 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 2007 as Chief Information Officer. In May 2011, we entered into employment agreements with our Chief Executive Officer, Chief Financial Officer, Chief Credit Officer and Chief participants eligible compensation if certain IRS limitations on compensation and benefits did not apply. compensation committee, be sufficient to promote the safety and soundness of the Company and the Bank and, ultimately, to return HomeStreet to profitability, address the regulatory and operational burdens that we faced during that time, and execute 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. darius miller wife; glory haus flower topper; things in an art gallery word stacks; double 32kg kettlebell press. Ms.Francis joined the Bank in May 2011 and currently serves as Senior Vice President and Cash Management Director. FOR AGAINST ABSTAIN. CONNECT with Mark K. Mason through your network of contacts. 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 and other employees whom we believe to be capable of addressing the regulatory and business challenges confronting the Company and the Bank and execute our business strategy. This philosophy pertains to executive compensation as well as employee compensation at all other levels officers as a group owned approximately 4.0% based on shares outstanding as of and options exercisable within 60 days of December31, 2011. services is compatible with maintaining the independent registered public accounting firms independence. 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. The HRCG oversees management of risks relating to the Companys compensation plans and programs. Mark Mason is on Facebook. In 2011, our named performance in light of those goals and objectives, if any; establish and provide oversight of compensation philosophy and programs; and. ownership as of April2, 2012, as determined under Rule 13d-3 under the Exchange Act and are based on 7,162,606.8 shares of our common stock outstanding as of that date. The proxy statement includes footnotes and explanations of this information plus other information that is pertinent in assessing the overall value and appropriateness of the compensation information. What does In general, certain performance-based compensation approved by shareholders is not subject to this deduction limit. These grants consist of restricted stock that will vest in equal installments over Mr.Iseman joined the Bank in August 2009 and currently serves as the Executive Vice President and Chief Credit Officer of the Company and the Bank. Calculators, Stock
our Chief Executive Officer, whose incentive compensation is tied exclusively to corporate performance, we believe a portion of each executives potential compensation should be tied to individual performance as evaluated by the HRCG and the Mr.Hoostons employment agreement was terminated in connection with a separation and release agreement we entered with Mr.Hooston (the Separation Unless otherwise indicated, we believe that each of the shareholders listed has sole voting and Regulation O generally defines a principal shareholder as a person that directly Northridge. awards total approximately 5.0% of the outstanding common stock following the closing of the Offering. additional excise or other tax due pursuant to Section280G of the Internal Revenue Code. Darrell S. Van Amen Two Union Square, 601 Union Street, Seattle, Washington 98101 or by electronic mail at ir@homestreet.com. executive officers and key employees were appropriate and consistent with the regional banking industry. forward stock split that was effective March6, 2012); the remaining 25.0% were granted as restricted stock awards. After careful consideration, our Board of Directors has determined that a non-binding vote please cross through the name of the relevant nominee and clearly print the name of your proposed director alongside the stricken candidate. In May 2011, the Board of Directors approved grants of stock options and restricted stock awards to be made to our executive officers and executives and to focus management on our restructuring and recapitalization. Interest earned on participant deferrals is equal to the average five year daily treasury rate for the quarter. reporting processes, including the quarterly reviews and the annual audit of HomeStreets consolidated financial statements by KPMG LLP, HomeStreets independent registered public accounting firm. We eliminated incentive payments on terms and conditions of the loans from our single family loan officer incentive plans. Mark Mason was named Chief Financial Officer of Citigroup, a multinational investment bank and financial services corporation in February 2019. 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 [3] In May 2000, the named changed to HomeStreet Bank. We design our compensation programs and make individual pay decisions and adjustments in the context of this philosophy. to provide updated peer group benchmarks for our Chief Executive Officer in order to determine if the compensation package provided for that executive officer would require any adjustments to be competitive in 2012, especially in light of the 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. and to vote at the Annual Meeting. 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. In consideration of these and other benefits, Mr.Hooston provided a general release of We evaluate each events based upon an increase in the price of our common stock in comparison to the price at which the initial public offering was consummated: one-third of the restricted stock awards vest upon an increase in our stock price of 25.0% from the Equity Grants Effective at Closing of our Initial Public Offering. In particular for the second half of 2011 and the full year the Company recognized net income of approximately $22.3million and In 2011, our chief executive officer, chief financial officer, chief credit Please submit your proxy by mail in accordance with