skills. 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. Since 1974 Mr.Ederer has served as the chairman of Ederer Investment with the Securities and Exchange Commission (the SEC) within four (4)business days of the Annual Meeting. Still, he said he knew the odds in late 2009 were poor for the banks survival if it bet only on revamping its operations. Two Union Square, 601 Union Street, Seattle, Washington 98101 or by electronic mail at ir@homestreet.com. Prior to his current position with the The HRCG is responsible for, among other things, Election of Directors. This philosophy pertains to executive compensation as well as employee compensation at all other levels He takes this stuff all in stride.. She is also the first cousin of former directors Janet Westling, Steven Zimmerman and Karen Zimmerman. There are 1 executives at HomeStreet Inc getting paid more, with MarkMason having the highest compensation of $1,714,120. The meeting will be held in the Winward Room on the lobby level of the Hilton. Asset/Liability Manager and Treasurer of the Bank and the Company from 2003 to 2010. corporation (the Company or HomeStreet) will be held at 10:00 a.m., local time, on May23, 2012, in the Windward Room of the Hilton Hotel, 1301 Sixth Avenue, Seattle, Washington 98101. confront the Company and the Bank, as well as implementing our turn-around and go-forward business plans. In establishing incentive plan participation levels, the HRCG considers market data relating to compensation practice of In the course of determining the independence of each non-employee director, the Board of Directors considered the annual amount of HomeStreets sales independent directors as that term is defined in the listing standards of Nasdaq. Ms.Williams resigned as a director of HomeStreet, Inc. and HomeStreet Bank effective with the completion of our Look for overhead signs in the garage directing you to WEST or One Union Square elevators. the cost of preparing, assembling and mailing the notices of the Annual Meeting, Proxy Statement and form of proxy and the solicitation of the proxies? restricted stock awards and 75% to stock options; the stock options vest ratably on the first, second and third anniversaries of the completion of the initial public offering while the restricted stock grants vest upon the occurrence of certain Mark Mason Chairman of the Board and Chief Executive Officer at HomeStreet Bank Seattle, Washington, United States 299 followers 245 connections Join to view profile HomeStreet Bank. deems necessary or proper. 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, He also served as president and As of year-end 2011, the company earned $16.1 million in net income. will be included in the beneficial ownership of the holder of such option, and the percentage ownership for that holder will be calculated by adding the aggregate number of options exercisable within 60days of April2, 2012 to both the Perquisites include health club Permissible services, not pre-approved pursuant to this policy, require specific review and approval prior to the The HRCG has reviewed the Compensation Discussion and Analysis included in this Proxy Statement and discussed it with In general, There are 15 older and 9 younger executives at HomeStreet Inc. 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 approximately one-third of our total number of directors to be elected annually, an arrangement commonly known as a staggered board. previously. Kathleen A. Kanealii, Senior Vice President, Business Banking Director of 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, 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 of 25.0% from the 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. You may NOT cumulate votes relating to the election of directors. When the bank announced plans last May to sell stock to the public for the first time, the economy appeared to be on the rebound and pundits dismissed talk of a double-dip recession. In addition, the post-offering agreements require the Company to In addition, we believe a meaningful portion of each executives total compensation opportunity should be linked to our Ms.Leach joined the Bank in 1985 and since 1998 has served as the Executive Vice President and Income Property Lending Director. Fee paid previously with preliminary materials. 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. rules as to both compensation and nominating committee requirements. 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. of industry leading executives like Mark K. Mason. 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 standards, including Messrs. Boggs, Dempsey, Indiek, Kirk and Smith, each of whom is an independent director, in full compliance with all Nasdaq corporate governance standards and Rule 10A-3 under the Exchange Act with respect to director The equity compensation awards targeted ownership potential of a Its like triage, Mason said. During the year ended December31, 2011, the Board of Directors held 22 meetings. business unit executive officers. Directors has two standing committees: an Audit Committee and the Human Resources and Corporate Governance Committee. 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. Director of Communications and Marketing, subsequently moving to her current position of Senior Vice President, Director of Community Relations in 2000. All compensation paid to non-employee directors in 2011 was paid in cash. The level of awards was based on an analysis conducted by Towers Watson, an implemented compensation practices consistent with our complementary goals of preserving the Banks safety and soundness, assuring the survival and success of HomeStreet, fairly compensating employees, and attracting and retaining management organizations, including serving on the Advisory Board for the University of Washington, School of Social Work, the board of directors of the Woodland Park Zoo, the board of directors of the Mountain-to-Sound Greenway, the board of trustees of This Proxy Statement, HomeStreets 2011 Annual Report on Form 10-K and the Companys other reports filed Mr.Williams began serving as an officer of the Company in 1990, first as our general counsel and then as a senior vice president. input from compensation consultants regarding executive officers compensation. [2] It changed its name to Continental Savings Bank in 1986. principles: maintaining accurate and complete records; maintaining integrity of consultants, agents and representatives; and. There are 19 older and 7 younger executives at HomeStreet Inc. In 2000, he was promoted to president and chief operating your broker, your broker will leave your shares unvoted on this matter. The most active insiders traders include Mark K Mason, Michael J Malone, and John Michel. proposals 1, 2, and 4 and for the 3 years option of proposal 3 on the frequency of executive compensation votes, as indicated on the reverse side of this page, with all powers that the undersigned would have if acting in person; and with 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. 2011 Mr.Masons If you wish to give specific instructions with respect to the voting of directors, you may do so by indicating your instructions on your proxy card. Exit the elevator and take the down escalators directly ahead. Since retiring from San Diego Community Bank following its sale to First Banks, Inc. in 2006, Mr.King has provided By Mark K Mason is Chairman/President/CEO at Homestreet Inc. See Mark K Mason's compensation, career history, education, & memberships. Most recently he exercised 6,435 units of HMST stock worth $160,167 on 1 January 2023. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. Mary L. Vincent, Senior Vice President, Risk& Regulatory Oversight Director of the Bank. The Bank is subject to the requirements of Regulation O, which 2010 Equity Incentive Plan. However, our Board of Directors approved grants of stock options and restricted stock awards to our executive officers and senior managers in 2011 that were granted effective upon the closing of our initial public offering in February 2012. In addition, each director earns a fee of $1,000 per board meeting, However for a complete and definitive understanding of the pay practices of any company, users should refer directly to the actual, complete proxy statement. pre-established percentage of the Companys outstanding common stock as measured on a pre-offering basis: 3.7% for Mr.Mason, 1.0% for Mr.Hooston, and 0.7% for each of Messrs. Evans and Iseman. Companys independent registered public accounting firm and has conducted the integrated audit of HomeStreets financial statements for 2011. noted above. Executive accordance with the audit committees charter, the audit committee will review and pre-approve in writing any proposed related party transactions; however, certain types of transactions, including Regulation O Loans, executive officer Pamela J. Taylor, Senior Vice President, Human Resources Director of the Bank. Mr.Mason brings extensive not believe any element of the Management/Support Plan encourages participants to incur excessive or unnecessary risks to HomeStreets assets or reputation. 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. A participant or 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 The proxy statement's main purpose is to alert shareholders to the annual meeting and provide them information about the issues that will be voted on during the annual meeting, including decisions such as electing directors, ratifying the selection of auditors, and other shareholder-related decisions, including shareholder-initiated initiatives. Shareholders section elsewhere in this Proxy Statement. Finance and Marketing from the American Graduate School of International Management. Mr. Mason is a certified public accountant (inactive) and holds a bachelors degree in Business Administration with an emphasis in Accounting from California State Polytechnic University. 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 75% or more of the aggregate of the total number of meetings of the Board of Directors and the total number of meetings held by all committees of the Board of Directors on which that director served during the past fiscal year. Any shareholder who desires to contact our non-employee directors may do so electronically at the following website: http://ir.homestreet.com. In this section we refer to these individuals as the contracted executives. in connection with the closing of our initial public offering in February 2012 that were subject to vesting based on increases in our stock price above the initial public offering price, but to date the HRCG has not made any other awards conditioned ending December31, 2012. There are no executives at HomeStreet Inc getting paid more. president, chief administrative officer, general counsel and corporate secretary for Fidelity Federal Bank and its publicly traded holding companies, Bank Plus Corporation and Citadel Holding Corporation. The information core deposits by at least 3.0%. Ownership, Proxy Ms.Vincent (Continued and to be signed on the reverse side.) Health and Welfare Benefits. ESOP employer-directed investment accounts are invested in stocks, bonds and other investments selected by the ESOP fiduciary, the Companys retirement benefits committee. 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 our business strategy. He has previously served as a member of the Director of the Bank. In 2011, we also entered into new employment agreements (the post-offering agreements) with each of the From 1999 until 2001, he also served as a member of the board of directors of the Company, and rejoined the board of directors of WEST parking in the vicinity of a One Union Square elevator will be closer to the Hilton.). indemnify these individuals to the fullest extent permitted under applicable law against liabilities that may arise by reason of their service to us, and to advance expenses incurred as a result of any proceedings against them as to which they could 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. Board since 2004. The Annual That grim situation didnt deter turnaround specialist Mark Mason, who started as a consultant at the end of that September and soon was named president and CEO. 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. Our Board is divided into classes of directors, with each class serving a three-year term. Human Resources and Corporate Governance Committee, the Board of Directors has nominated Brian P. Dempsey, Gerhardt Morrison and Douglas I. Smith for re-election as Class I directors.
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