These grants were allocated 25% to . As Chief Executive Officer at HOMESTREET INC, Mark K. Mason made $2,502,021 in total compensation. THE BOARD The committee also ordinarily reviews recommendations and A majority of the Mr.Mason, who was hired in late 2009 based on his skills and experience in implementing turn-around plans at troubled financial institutions, You may cast your vote on your preferred voting frequency by choosing the option of one year, two years, three years or abstain from Corporate Governance at the address and phone numbers set forth above. You may NOT cumulate votes relating to the election of directors. Directions and Parking Instructions to HomeStreet, Inc. professional degrees and training in business and management. Patricia A. Leach, Executive Vice President of Home Street, Inc.; Executive Vice President and Income Property Lending Charting, Governance The The HRCG held 14meetings during the last fiscal year. 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. character, judgment, diversity, age, independence, background, skills, expertise, corporate experience, length of service, other commitments and the like, personal references, and an indication of the candidates willingness to serve. Ms.Williams resigned as a director of HomeStreet, Inc. and HomeStreet Bank effective with the completion of our Officer/General Counsel received 20,000 options. board of directors for HomeStreet, Inc. since 1994. Bennion, Executive Vice In order to Mr.Mason was selected to serve as a director because of his significant experience as an executive officer, director and consultant to banks and mortgage companies, his Any shareholder who desires to contact our non-employee directors may do so electronically at the following website: http://ir.homestreet.com. 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. 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 purposes of hiring employees but as no base salary increases have been granted to any named executive officers since 2008, no base salary surveys were conducted during 2009, 2010 or 2011 other than the Chief Executive Officers base salary, Chairman and Pres & CEO of HomeStreet Inc since . The HRCG has reviewed the Compensation Discussion and Analysis included in this Proxy Statement and discussed it with $16.1million, respectively. These latest grants are intended to allow these executive officers to continue to maintain the right to own a significant stake in the If you dont love doing it, you cant do it., Sanjay Bhatt: 206-464-3103 or sbhatt@seattletimes.com, Amazon shutters some convenience stores, including 2 in Seattle, Boeing WA state workers split $513M in bonuses as CEO's pay tops $22M, Thousands of WA workers may have to repay millions of dollars in pandemic benefits, King County needs 17K new homes every year to address housing shortage, Amazon Pauses Construction on Second Headquarters in Virginia as It Cuts Jobs. 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 benchmark group as independently assessed by EW Partners. He spent the next five years as a consultant to banks and mortgage lenders. will be reconsidered by the Audit Committee. Mark K. Mason is the Exec. Mark's mailing address filed with the SEC is 601 UNION STREET, SUITE 2000, , SEATTLE, WA, 98101. obtained without charge by writing to Investor Relations, HomeStreet, Inc., 601 Union Street, Suite 2000, Seattle, Washington 98101. (2)such factors as issues of character, integrity, judgment, diversity of experience, independence, area of expertise, corporate experience, length of service, potential conflicts of interest, other commitments and the like, and (3)such Mr.Stewart joined the Company in March 2012 and currently serves as Senior Vice President and Controller of the Company. 2010 Equity Incentive Plan. In 2011, we also entered into new employment agreements (the post-offering agreements) with each of the Mr.Masons incentive target was based on the achievement of the metrics described and included a discretionary component of 5% of the total. At each annual meeting, our shareholders elect directors within one class, and each class is staggered in a manner that causes 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 Mr.Masons The bank finished its worst quarter ever in September 2009, losing nearly $43 million. Human Resources and Corporate Governance Committee. Certain members of senior management, including the Chief Executive Officer, Chief Human Resources Officer, General Counsel and Risk and Regulatory Oversight Director regularly Our Board recommends that you vote your shares: FOR the three nominees as director (Proposal 1), FOR the approval, by non-binding vote, of executive compensation (Proposal 2). Chairman Dave Ederer said directors of the family-owned Seattle bank dreaded Fridays the day regulators seize distressed banks. 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. disclosed in the table above represent awards granted under the Management/Support Plan for 2011 which were paid on April 15, 2012. Our Board of Directors approved these grants to be made at the closing of our initial public offering in February 2011 even though the post-offering agreements were not yet effective. of Phoenix. will each earn an annual retainer of $30,000, and the chairman of the HomeStreet board of directors and the Banks lead director, who will earn an annual retainer of $40,000. We have a 40l(k) Savings Plan (the 401(k) Plan) and an Employee Stock Ownership Plan& Trust (the ESOP). The Board is not aware of any business to come before the Annual Meeting other than those matters described in this Proxy Statement. From January 2010 until March 2015, Mr. Mason was the Vice Chairman of the Companys Board. Be Together for the Right Reasons. officers, received incentive awards to be paid in cash in 2012 based on attainment of specified goals that are intended to align the interests of employees with the interests of the Company. View All Leadership Share Bio It is the policy of the HRCG to consider recommendations for candidates to the Board of Directors from The form of payment includes either a single lump sum payment or annual installment payments over a period of up to ten years. Try to find parking in the WEST section of the garage, near the One Union Square elevator on any level. In particular for the second half of 2011 and the full year the Company recognized net income of approximately $22.3million and Beginning in 2009, we imposed a general freeze on salary increases and in 2009, 2010 and 2011 we also suspended contributions to the Employee Stock The amounts and percentage of our common stock beneficially owned are reported on the basis of regulations of the SEC governing the officer). Mr.Malone joined the Board of Directors of HomeStreet, Inc. upon the closing of our initial public offering in CONNECT with Mark K. Mason through your network of contacts. (One Executive 2011, McLagan assessed our incentive compensation programs and made recommendations with respect to the Sound Incentive Compensation Policy Final Guidelines as adopted by our regulators effective June 2010 and the guidelines to be implemented under Mr.Boggs was selected to serve as a director because of his significant accounting and financial experience, his accounting credentials and degree as However, if the annual meeting for 2013 is more than 30 days before or 60 days after May23, 2013, in order to be timely notice must be delivered not less than In 1999, we adopted a plan to permit directors to defer all or a portion of their fees received for services as a director that would HomeStreet had planned to complete its IPO in early August. discussed with the independent registered public accounting firm that firms independence. 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 What proposals For its 2021 fiscal year, HOMESTREET INC, listed the following CEO pay ratio data on its annual proxy statement to the SEC. A quorum refers to the number of shares that must be represented at a meeting in order to lawfully conduct business. This additional discretionary award was for the significant contribution to the companys 2011 operating In setting the base salaries for our Chief Executive Officer and Chief Abstentions will be counted for the purpose of Prior to working at HomeStreet, Mr. Williams served for two years in the U.S. Peace Corps as a college professor in Liberia. Corporate performance for these executives was based on achievement of Prior to joining the Bank, Mr.Boggs was employed by Microsoft Corporation from 1993 to 2003 where he served in a variety of positions including vice president, Adjusted Operating Income at a target of $43.3 million. 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. Mr Mason is 61, he's been the Exec. You can see the complete history of Mr. Mason stock trades at the bottom of the page. in each of the last two fiscal years were pre-approved by the Audit Committee. What if my shares are held in street name? As a appointment, compensation and oversight of the audit work of the independent registered public accounting firm. President, Residential Construction Lending Director of the Bank. Proxy instructions, ballots and voting tabulations that identify an individual shareholder are handled in a manner that protects your voting privacy. the attached Proxy Statement. University Street curves and becomes Seventh Avenue. the Dodd-Frank Wall Street Reform and Consumer Protection Act. Mr. Mason serves as a Trustee of Howard University, where he received a B.B.A. If the signer is a corporation, please sign 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.. However for a complete and definitive understanding of the pay practices of any company, users should refer directly to the actual, complete proxy statement. Your vote is important. In addition, upon the closing of the Companys Offering, the Company made certain grants of restricted stock to our directors. $240,000 for Mr.Evans and $200,000 for Mr.Iseman. [4] Its current headquarters are in Seattle, Washington. 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 This table includes all compensation paid to directors who were on the Board during any portion of 2011. HomeStreets management and the HRCG have assessed the risks associated with our compensation policies and practices to serve for a three year-term or until a successor is duly elected and qualified. reward and motivate appropriate executive behavior that produces strong financial results while managing risks and promoting regulatory compliance. Paulette Lemon, Senior Vice President, Retail Banking Director of the Bank. 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. More specifically: In order to address the impact of the economic downturn, in the fall of 2009 the Bank hired a new Chief Executive Officer and Chief Financial Officer The post-offering agreements further provide that if any payments received by a contracted executive would approximately one-third of our total number of directors to be elected annually, an arrangement commonly known as a staggered board. Mr.Hoostons cash incentive awards were $481,226 or 160.4% of target and $89,014 or 74.2% of target, respectively. We do not currently anticipate that any other matters will be raised at the Annual Meeting. Filings, Insider The Company is principally engaged in real estate lending, including mortgage banking activities, and commercial and consumer banking. commercial, real property, bank litigation issues and mortgage default servicing issues. 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 Two wasnt enough. Mr.Ederer joined the Bank in 2004 as a 2020 HomeStreet, Inc. All Rights Reserved. A In addition, we suspended our employer matching contribution under our 401(k) plan from July 2009 to July 2010. additional directors prior to the annual meeting of shareholders at which directors are elected. Let us earn your business. The #MissHomeStreet team, of course. Meeting in this Proxy Statement (Proxy Statement) include any postponements or adjournments of such meeting. ANNUAL MEETING OF SHAREHOLDERS Wednesday, May23, 2012 10:00 a.m. At The Windward directors from 1998 to 2002. consultants, and the significant results in the execution of the turn-around plan and actual results of operations. Proposals. 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. The purpose of the 2010 Plan is to give us a competitive position in attracting, retaining and motivating officers, employees, 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 Mr.Ederer was selected to serve as a director because of his experience as a director on public company boards, his experience on board committees, his financial expertise and his Please mark, sign and return All The number of directors may be increased or decreased from time to time by our board of directors, provided that a reduction in the Participation levels in all incentive 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. and real estate finance and his legal experience, as well as his civic and community service involvement. The current terms of the executive officers will expire at such time as their successors are elected. Kathleen A. Kanealii, Senior Vice President, Business Banking Director of consulting services to banks and other financial services companies. About Us. Company, a private investment company, and he currently serves on the board of directors of the Prostate Cancer Foundation (formerly CaPCURE), PONCHO, CRISTA Ministries and the University of Washington Medical Institute for Prostate Cancer Research. Connecting decision makers to a dynamic network of information, people and ideas, Bloomberg quickly and accurately delivers business and financial information, news and insight around the world. shareholders. Mark Mason is a Chairman & Chief Executive Officer at HomeStreet Bank based in Seattle, Washington. She has served as treasurer at Northwest Associated Arts since 1995. Employee directors are not compensated The turnaround, said Mason, was so all consuming. Perquisites include health club 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 The first-quarter report is due in April. Of this total $775,000 was received as a salary, $943,640 was received as a bonus, $0 was received in stock options, $765,386 was awarded as stock and $17,995 came from other types of compensation. We issued an aggregate of 356,969 shares of our common stock as part remaining fifty percent is paid in common stock under our 2011 equity incentive plan for non-employee directors described below. Information Regarding the Board of Directors and Nominees. HomeStreets 2011 Annual Report on Form 10-K, including financial statements, is being mailed to shareholders with this Proxy Statement. You may do this by either a) signing and returning another proxy with a later date prior to the date of the 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 THE BOARD OF DIRECTORS RECOMMENDS A In mid-2009, HomeStreet Bank appeared headed for oblivion. because of his significant financial and legal experience, business, accounting and legal degrees, and significant relationships in the business and legal communities in Seattle. audited the Companys financial statements since fiscal 2003. number of directors may not shorten the term of an incumbent. 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. understanding of the Companys business in particular, (4)have qualifications that will increase overall Board effectiveness and (5)meet other requirements as may be required by applicable rules, such as financial literacy or You have the power to revoke your proxy at any time before the polls close at the meeting. Meeting, proxy statement and proxy card are available at www.homestreet.com/proxy Please sign, date and mail your proxy card in the envelope provided as soon as possible. marketing assistant and has served in a number of lending-related management roles. Mason said he handled the rescue by honestly communicating with regulators and bank directors about problems as they emerged. We do not follow formal guidelines for establishing internal parity, but we do seek to correlate organizational responsibility with participation level. outside compensation consultant. Mr. Mason owns over 6,435 units of HomeStreet Inc stock worth over $4,479,503 and over the last 15 years he sold HMST stock worth over $610,266. 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. to, or purchases from, any company where a non-employee director serves as an executive officer as well as all other relevant facts and circumstances, including the directors commercial, accounting, legal, banking, consulting, charitable and 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. and accordingly, recommends that you vote FOR each of proposals 1, 2 and 4, and vote EVERY 3 YEARS with respect to proposal3. In 2011, we implemented a Management/Support Performance-Based Annual Incentive Plan (the Management/Support Plan) which applies to certain eligible employees, Still, he said he knew the odds in late 2009 were poor for the banks survival if it bet only on revamping its operations. Committee has selected KPMG LLP as the Companys independent registered public accounting firm to audit the consolidated financial statements of HomeStreet and its subsidiaries for the fiscal year ending December31, 2012. These factors include compensation surveys, the officers level of experience and responsibilities, parity of positions with similar responsibilities and the officers performance. 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. However, the Board of Directors is submitting the selection of KPMG LLP to our shareholders for ratification as a matter of good corporate practice. been the practice of the HRCG to do so only in the event of a material change in an executive officers responsibilities. Bruce W. Williams. He sold the credit-card operations that had pushed the bank to the brink. designated executive officers to defer annually all or part of their incentive bonus and to receive an employer contribution equal to the additional employer contributions, if any, that would have been made to the 40l(k) Plan and ESOP based on A majority of our directors satisfy the definition of independent director under the corporate governance The unique circumstances of the Bank required special compensation arrangements to attract individuals with these specialized All elements of compensation were reviewed including base salary, short-term incentive, long-term incentives and supplemental benefits/perquisites for the years We will post on our website any amendments to, or waivers (with respect 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: with the SEC are also available on HomeStreets website at http://ir.homestreet.com after the reports are filed with the SEC. Chairman, Chief Executive Officer and President We understand that our shareholders may have different views as to what is the best approach for the Company, and we look forward to hearing from our shareholders on this Proposal. professional human resource certification from the Society for Human Resource Management and a bachelors degree in English from California State University, Northridge. officers for an exemption from the deductibility limits of Section162(m). Our Employee Stock Ownership Plan, or ESOP, is our largest single shareholder. committee, as a director and treasurer of Citizens for Smart Growth (Blaine County, Idaho), a trustee of Zion Preparatory Academy, chairman and trustee of Big Brothers of Seattle, a trustee of the Overlake School, and as a trustee of the Seattle Prior to that, Mr.Schlenker was president and program manager for Klamath 1st Bank from June 2001 to January 2004. On March14, 2012, we announced a mutually agreed upon separation with our Chief We adopted a broad-based, non-discretionary severance plan following approval by our In 2011, we entered into two sets of executive employment agreements with each of Messrs. Mason, Hooston, Evans and Iseman. high-performance culture. 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. turnaround plan, including reducing troubled assets, improving the Banks performance and raising the additional capital necessary to recapitalize the Bank and the Company through our initial public offering. What happens if I sign and return my proxy card, but dont mark my votes? Amounts For 2010 and 2011, we also provided reimbursement for temporary housing, relocation and personal travel for our Chief Executive Officer, Chief Financial Officer and Chief Administrative Officer/General Counsel who were Highlights, As Reported in Business Administration from the University of Washington. detail in the questions and answers and other materials that follow. Northridge. Committee of the Board of HomeStreet, Inc. He The HRCG is responsible for, among other things, Committee as they review executive compensation for the remainder of this year and future years. 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. Director of the Bank. Ms.Williams has also held leadership roles with a number of community I got married the first time because I was raised Catholic and that's what you were supposed to do. Ms.Kanealii joined the Bank in 2002 as Senior Vice President and Business Banking Director. 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. familial relationships. Washington 98101. Without a quorum, no business may be transacted at the Annual Meeting. Please detach along perforated line and mail in the envelope provided. To change the address on your account, please check the box at right and indicate your new address in the address space above. Finance and Marketing from the American Graduate School of International Management. 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. Theres a new pressure, of course, as CEO of a publicly traded company. 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. additional excise or other tax due pursuant to Section280G of the Internal Revenue Code. 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 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. Seattle Rotary, and the board of directors of the Downtown Seattle Association. 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. The Board of Directors has determined that, with the exception of Mark Mason and Bruce Williams, all of its current members are The companys 2011 annual report is due to federal regulators at the end of this month. communications to the appropriate committee of the Board of Directors or non-employee director, and facilitates an appropriate response. Signature of Shareholder Date: Signature of Shareholder Date: Note: Please sign exactly Association. Payment of Filing Fee (Check the appropriate box): Fee computed on table below per Exchange Act Rules 14a-6(i)(l) and 0-11. approved a one-time grant of nonqualified stock option awards that were made outside of the 2010 Plan. You may retrieve the full proxy statement by going to the Securities and Exchange Commission (SEC) website at www.sec.gov and entering the company's name and then looking in the first column for an entry of "Form DEF 14A" (or any similar code). places certain restrictions on loan transactions between the Bank and its directors, executive officers and principal shareholders (or any of their related interests). executive and his dependents for up to 18 months. In addition, we granted nonqualified stock options, which we refer to as the 2010 retention grants, to certain senior
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