It is my distinct pleasure to invite you to attend the 2012 annual meeting of shareholders of HomeStreet, Inc. This Proxy Statement, HomeStreets 2011 Annual Report on Form 10-K and the Companys other reports filed 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 on HomeStreets website and the SECs website are not part of this Proxy Statement. If you would like to receive electronic notification of documents filed with the Securities and Exchange Commission and the issuance of press releases, you may subscribe to e-mail alerts via the web site [3] In May 2000, the named changed to HomeStreet Bank. Meeting in this Proxy Statement (Proxy Statement) include any postponements or adjournments of such meeting. This plan reserves for issuance awards of up to 84,000shares of our common stock in order to provide for compensation to directors for one-half of the annual board compensation as described above. Also, proxies must disclose specific detailed information regarding the pay practices for certain executives. Mark K. Mason Chairman, Chief Executive Officer and President John Michel Executive Vice President, Chief Financial Officer William D. Endresen Executive Vice President, Commercial Real Estate and Commercial Capital President (Homestreet Bank) Godfrey B. Evans The bank then launched another roadshow, but delayed its IPO a second time in December due to turmoil in global markets. $500,000 per year. member of the Washington State and Federal Bar Associations. 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. throughout our organization. If you are unable to attend the meeting and vote in person, please submit a proxy as soon as possible, so that your shares can be voted at the meeting in accordance with your instructions. Mark K. Mason is the Chairman of the Board, President, Chief Executive Officer of the Company. Directors Scott to serve for a three year-term or until a successor is duly elected and qualified. solicitation material to. HomeStreet had planned to complete its IPO in early August. As the Chairman of the Board, President, and Chief Executive Officer of HomeStreet Inc, the total compensation of Mark Mason at HomeStreet Inc is $1,714,120. The Sarbanes-Oxley Act of 2002 requires the Audit Committee to be directly responsible for the From February 2008 to October 2008, Mr. Mason also served as president of a startup energy company, TEFCO, LLC. The amounts and percentage of our common stock beneficially owned are reported on the basis of regulations of the SEC governing the Before we even get into what you should do in your relationship, let's start with what not to do. Each of these options had an exercise price of $1.50 per share. Agreement) in connection with that departure. What if my shares are held in street name? Our Board is divided into classes of directors, with each class serving a three-year term. The All 2010 retention grants will become vested and exercisable immediately upon a change of control of HomeStreet, Inc., as Washington 98101. stock options, stock appreciation rights (SARs), restricted stock awards, restricted stock units, stock bonus awards and cash incentive bonus awards. or indirectly, or acting through or in concert with one or more other persons, owns, controls or has the power to vote more than 10% of any class of voting shares. But when the board met Mason, Ederer said, they felt confident. results from the single family mortgage origination activities under Mr.Bennions leadership. You may NOT cumulate votes relating to the election of directors. Employer ESOP contributions are determined based on the attainment of goals for overall Open Shareholders may request a free copy of the Principles of Mark Mason is a Chairman & Chief Executive Officer at HomeStreet Bank based in Seattle, Washington. the HRCG. 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. officer). 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 Executive Compensation.. We have therefore adopted compensation policies that we believe reward executives for achieving and maintaining short- and long-term performance that builds shareholder value. Mark was preceded . discussed with the independent registered public accounting firm that firms independence. There are 15 older and 9 younger executives at HomeStreet Inc. under the 2010 retention grants. Proxy Statement Pursuant to Section14(a) of the, Filed by the Registrantx Filed by a Party other than the The meeting will be held at 10 a.m. Pacific Time on May23, 2012 at the downtown Seattle Biographical information about each of the Mr.Iseman holds a bachelors degree in Business Administration and Economics from Seattle Pacific University and a certificate of advanced study in International Last updated: 1 March 2023 at 11:00am EST. AS THERE SPECIFIED. 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. Jay C. Iseman, Executive Vice President and Chief Credit Officer of HomeStreet, Inc. and Powered By Q4 Inc. Our Human Resources and Corporate Governance Committee, or HRCG, which acts as our compensation committee, hired Towers Watson, an independent third-party compensation consultant, to review and advise HRCG in connection with such officer and then to chief executive officer in 2002, a position that he held until January 2010. We have a 40l(k) Savings Plan (the 401(k) Plan) and an Employee Stock Ownership Plan& Trust (the ESOP). Unless otherwise specified, all ownership interests or voting power referenced herein, either in percentage terms or number of shares, in respect of the and the diversion of corporate opportunities, the contracted executives agreements also contain a six-month non-competition agreement which restricts certain competitive acts on behalf of another bank or thrift located in Washington, Oregon, otherwise be payable in cash (with a minimum $2,500 deferral in a plan year for those who elect to make such deferrals). Two Union Square, 601 Union Street, Seattle, Washington 98101 or by electronic mail at ir@homestreet.com. The undersigned shareholder of HomeStreet, Inc. hereby appoints David A. Ederer and Godfrey B. Evans, and each of them, with power of substitution to each, to attend the Annual Meeting of reporting processes, including the quarterly reviews and the annual audit of HomeStreets consolidated financial statements by KPMG LLP, HomeStreets independent registered public accounting firm. In addition, we believe a meaningful portion of each executives total compensation opportunity should be linked to our two years or three years that receives the highest number of votes cast for this resolution will be determined to be the preferred frequency with which the Company is to hold a shareholder vote to approve the compensation of the named executive Source: HomeStreet, Inc. on 04/15/2022 Sign up for Equilar ExecAtlas and view Mark K. Mason's full . February 2012. Mr.Bennion joined HomeStreet in 1977 and currently serves as the Banks Executive Vice President and Residential Lending Director. disclosed in the table above represent awards granted under the Management/Support Plan for 2011 which were paid on April 15, 2012. program on performance over a longer period. THE SHARES REPRESENTED HEREBY SHALL BE VOTED SPECIFICALLY ON THE PROPOSALS LISTED ON THE REVERSE SIDE HEREOF Mark Mason is on Facebook. 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. company financial performance set annually by our board of directors. Institute of Seattle. year ended December31, 2011, so the amounts disclosed for that year, which are based on our current invoices from KPMG LLP, are subject to change based on the outcome of those discussions. She has served as Senior Vice President of the Bank since 1988, and as Vice President of Loan Administration at the Bank from 1978 through 1985. salaries of each named executive officer. initial public offering. Structure, Analyst Without a quorum, no business may be transacted at the Annual Meeting. In order to Mr.Kirk was selected to serve as a director because of his business and management experience, his real estate development experience, his knowledge of real estate HomeStreet scooped up business as the nations biggest lenders pulled back on new mortgages to limit their exposure, said Trepp analyst Matthew Anderson. University Street curves and becomes Seventh Avenue. FOLLOW changes in Mark K. Mason's employment. A majority of the Mr.Ederer has previously served as a director of a number of public and private companies, organizations and institutions, including Cascade Natural Gas, University Savings Bank, Farmers New World Life Insurance Company, Childrens A proxy statement (or "proxy") is a form that every publicly traded U.S. company is required to file with the U.S. Securities & Exchange Commission (SEC) within 120 days after the end of its fiscal year. (including, without limitation, for the purpose of soliciting additional proxies), the persons named as proxy holders, David Ederer and Godfrey Evans, or either of them, will have discretion to vote on those matters in accordance with their best have an exercise price equal to or greater than the fair market value of the underlying stock on the date of grant. Equity Grants Effective at Closing of our Initial Public Offering. After careful consideration, our Board of Directors has determined that a non-binding vote Ms.Williams has also held leadership roles with a number of community Over the last 11 years, insiders at HomeStreet Inc have traded over $7,730,610 worth of HomeStreet Inc stock and bought 377,308 units worth $11,715,403 expert of the Cascade Natural Gas Corporation from 2004 to 2007, and director, vice chair of audit committee and designated financial expert of the Safeco family of mutual funds from 2002 to 2004. Because the Company did not have a registered class of securities in fiscal year 2011, no Section16 reports were due during that year. Assistance. The 2010 Plan allows for a range of equity grants, including stock options, restricted stock or restricted stock units, stock bonuses or officers in an effort to retain those individuals and focus management on stabilizing and recapitalizing the Bank. HOMESTREET INC annual reports of executive compensation and pay are most commonly found in the Def 14a documents. The 2010 Plan became effective upon the closing of our initial public offering in . our business strategy. In addition, any options exercisable within 60 days of April2, 2012 Its principal subsidiaries are HomeStreet Bank and HomeStreet Capital Corporation. Wrong. Our board of directors has established a code of ethics as defined under the Exchange Act that applies to all HomeStreet directors, officers and employees, including our principal executive officer, The Audit Committee of HomeStreet, Inc. is composed solely of independent directors as required by the Nasdaq corporate governance OF DIRECTORS RECOMMENDS A VOTE FOR THE ELECTION OF EACH OF. according to any stock option grant or plan. Mr.Dempsey received a bachelors degree in Business Administration and a masters of business administration from the University of Washington. 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 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. the shareholders of said corporation to be held May23, 2012, at 10:00 a.m. in the Windward Room of the Hilton Hotel, 1301 Sixth Avenue, Seattle, Washington 98101, and any adjournments or postponements thereof, and to vote the shares of the Regulation O generally defines a principal shareholder as a person that directly be indemnified. However, the Board of Directors is submitting the selection of KPMG LLP to our shareholders for ratification as a matter of good corporate practice. In 2011, our named Named Executive Officers. 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. All proxy statements are public filings made available to the general public by the SEC. These grants consist of restricted stock that will vest in equal installments over will be voted on at the Annual Meeting? ABOVE BY SIGNING AND RETURNING THE ATTACHED PROXY TO THE COMPANY. Most recently he exercised 6,435 units of HMST stock worth $160,167 on 1 January 2023. Mr.Boggs started his career as a certified public accountant with Deloitte, Haskins& Sells from 1977 to 1985, This report is not for commercial use. Ms.Leach received her bachelors degree in Anthropology 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). Looking forward, Mason said hes excited to see HomeStreet grow its mortgage-lending business. Signature of Shareholder Date: Signature of Shareholder Date: Note: Please sign exactly of the Bogle& Gates Business Law Department until his retirement on December31, 1997. 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 FBR Capital Markets, HomeStreets underwriter, presold two-thirds of the shares and offered to buy $5 million worth of the banks stock more than it was being paid for the IPO. 401(k) Plan contributions and may be eligible to receive a discretionary matching contribution. Together Please contact our investor relations department by calling 206-264-4200, by writing to HomeStreet, Inc., attn. He received a bachelors degree in Business Administration from California State University, as part of the 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. Prior to joining the Bank, Mr.Battaglia was of counsel to Williams, Kastner& Gibbs from (3)payment of health insurance premiums for executive and his dependents for up to 18 months. The EW Partners peer group included a slightly different list of institutions from the peer group used in 2009, and was made up of the following banks: Currently, the compensation package for our named executive officers is comprised of base salary, an annual short-term cash incentive Our bylaws also provide that the only business that may be conducted at an annual meeting is business that is (1)specified in the 2011 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.. 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 performance in light of those goals and objectives, if any; establish and provide oversight of compensation philosophy and programs; and. 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 Under our present bylaws, directors must comply with all applicable laws and regulations, including any required approvals from our regulators. 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, Based on such review and discussion, the members of the HRCG have recommended to the Board of Directors that the Compensation Discussion and Analysis be included in this Proxy Statement. Additional copies of the Annual Report on Form 10-K may be Mr.Mason in the aggregate amount of $288,885. deems necessary or proper. 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. Thorough reviews have been conducted to assure this data accurately reflects disclosures. Information Regarding the Board of Directors and Nominees. Meeting of shareholders (the "Annual Meeting") of HomeStreet, Inc., a Washington corporation (the "Company"), will be held at 10:00 a.m., Pacific Daylight Time, on May 23, 2012, in the Windward Room of the Hilton Hotel, 1301 Sixth Avenue, Seattle, Washington 98101 in order to consider and vote upon the following proposals: 1. The HRCG will determine the amount of any award that was overpaid as a result of inaccurate information and will send Officer/General Counsel received 20,000 options. A majority of our directors satisfy the definition of independent director under the corporate governance The Management/Support Plan design incorporates a tiered approach with annual incentive awards linked to the achievement of pre-defined corporate, department and individual performance goals. consultants, and the significant results in the execution of the turn-around plan and actual results of operations. TRIENNIAL VOTE AS THE FREQUENCY WITH WHICH SHAREHOLDERS ARE PROVIDED AN mechanicsburg accident yesterday; lee chamberlin cause of death; why do geordies call cigarettes tabs; tui management style; duggar couples ranked. inaccurate financial information was used in setting that award or if the recipients activities posed risk to the Company. All incentive compensation plans are approved by the HRCG as required by regulatory guidelines. 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 In 2011, the Companys board of directors met 22times. Look for overhead signs in the garage directing you to WEST or One Union Square elevators. 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 underlying each such option grant. a retired business attorney. importance of Mr.Mason to our recapitalization and turnaround plans. Effective upon the closing of our initial public offering on February15, 2012 the majority of our then-existing board of directors resigned and certain new directors were appointed to the vacancies. 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 In connection with a Financial Officer, the HRCG considered the peer group benchmarks suggested by an. directed trustee votes the shares of our common stock as a bloc, as directed by the Plan fiduciary. 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. 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. DIRECTORS RECOMMENDS A VOTE FOR THE ADVISORY (NON-BINDING). Highlights, As Reported Founded in 1921, HomeStreet Bank offers consumer and commercial banking, mortgage lending and loans for residential construction, commercial real estate financing, and insurance products and services on the West Coast and Hawaii. What proposals Interest earned on participant deferrals and employer contributions under the plan is equal to the average five-year daily treasury rate Ms.Leach joined the Bank in 1985 and since 1998 has served as the Executive Vice President and Income Property Lending Director. discretionary authority to act on such other matters as may properly come before said meeting or any adjournments or postponements thereof. 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. 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. In consideration of these and other benefits, Mr.Hooston provided a general release of Washington Roundtable and the Seattle Chamber of Commerce and on the International Advisory Board of the Seattle Public Schools. February 2012. 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. Mr.Boggs joined the Bank in 2006 as a member of the board of directors and became a director of HomeStreet, Our directors, officers and employees may also solicit proxies in person or by other means of communication. Richard W.H. Board since 2004. Based on the results of this assessment, we do not believe that our compensation policies and practices for all employees, including non-executive officers, create risks that are reasonably likely Because the Bank Order was terminated in March 2012 and replaced with an informal memorandum of understanding, these options are now vested as to 75% of the stock executive officers were granted incentive awards that the company paid in cash on April15, 2012 based solely on the terms of the Management/Support Plan described above. Claim your profile, Chairman, Chief Executive Officer and President. separately for their services as directors. Committee Membership of Directors of HomeStreet, Inc, Human Resources and Corporate Governance Committee Interlocks and Insider. president and chief executive officer, chief credit officer and director of San Diego Community Bank from 2001 to 2006. home building and land development industries. From 1982 to 1987 Mr. Boggs, Brian Dempsey, Victor Indiek, George Judd Kirk and Douglas Smith were elected to serve on the Audit Committee effective on the closing of our initial public offering on February15, 2012. (3)payment of health insurance premiums for. The meeting will be held in the Winward Room on the lobby level of the Hilton. will be reconsidered by the Audit Committee. 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. the reserve at lake keowee membership cost the reserve at lake keowee membership cost Unless otherwise indicated, we believe that each of the shareholders listed has sole voting and income. Each director holds office until that directors successor is duly elected and qualified or until his earlier death or resignation. Mr.Morrison received a bachelors degree in Business Administration and Accounting from the University of Washington and a law degree from Stanford Law School. While we expect that all of the nominees With regard to candidates who are properly recommended by shareholders or by other means, the HRCG will review the qualifications of any such michael cooper toronto first wife; kali flanagan back to the start; who owns slomin's oil; smith and wesson revolver for ladies; Posted on June 10, 2022 by . The notice must contain specified information about the matters to be other factors as the HRCG may consider appropriate. Thomas E. King. American Stock Transfer and Trust Company, LLC, our stock transfer agent will serve as the inspector of elections and in that participants in this plan for the year ended December31, 2011. We evaluate each 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. There are 19 older and 7 younger executives at HomeStreet Inc. Annual Meeting, Date, Time, Chairman and Pres & CEO of HomeStreet Inc, the total compensation of Mr Mason at HomeStreet Inc is $1,633,200. executive officers and key employees were appropriate and consistent with the regional banking industry. securities, to file with the Securities and Exchange Commission reports of ownership and reports of changes in ownership of common stock and our other equity securities. Numbers reported do not include change in pension value and non-qualified deferred compensation earnings. Company contributions for a particular plan year upon the earliest of: (1)a future date specified by the participant, (2)the participants death, (3)the participants permanent disability, (4)the participants levels. The 2010 Plan will be administered by The most active insiders traders include Mark K Mason, Michael J Malone, and John Michel. Ratification of Appointment of Independent Registered Public Accounting Firm. Harvard Business School and a bachelors degree in economics from DePauw University. Mason joined Citigroup in 2001 and has held a number of executive positions at the firm, including Chief Financial Officer of Citi's Institutional Clients Group, Chief Executive Officer of Citi Private Bank, Chief Executive Officer of Citi Holdings, and Chief Financial Officer and Head of Strategy and M&A for Citi's Global Wealth Management named executive officer on an annual basis and may adjust his or her base salary based on such evaluation. This documentary-style series follows investigative journalists as they uncover the truth. 2010 Retention Grants. In setting the base salaries for our Chief Executive Officer and Chief The proxy must be sent to every shareholder in advance of the company's annual shareholders meeting. The Audit Committee held 14meetings during the last fiscal year. also the Certain Relationships and Related Transactions section in this Proxy Statement. Prior to joining San Diego Community Bank, he served as executive vice president and chief operating officer of Fullerton Community Bank from 1997 to 1998, president and chief The information needed in our current environment. 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. Mark K. Mason is the Exec. Financial Statements, Historic 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, he serves on the National Council of the National Trust for Historic Preservation, the board of directors of the Northwest African American Museum, and the board of directors of Capitol Hill Housing in Seattle. From February 2008 to October 2008, Mr. Mason also served as president of a startup energy company, TEFCO, LLC. 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 References to the Annual In performing their oversight responsibilities, the Board and Audit Committee periodically discuss with management the Companys policies with respect to risk assessment and risk management. Mr.Williams was selected to serve as a director because of his experience as an executive officer, director of the Bank, legal degree and experience and involvement in local community affairs in Seattle. Mr.Smith joined our board of directors upon the closing of our initial public offering in February 2012. core deposits by at least 3.0%. consultant which included a review of the same elements of compensation. The 2010 [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. The Board of However, we may authorize compensation payments that do not comply with the exemptions in Section162(m) when we believe that such payments are appropriate to persons ownership of HomeStreet stock. team that had significant turnaround experience and experience that would, in the judgment of the Board of Directors and the Human Resources and Corporate Governance Committee (the HRCG), which acts as the Board of Directors
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