In the event of termination for cause, all unvested 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. These latest grants are intended to allow these executive officers to continue to maintain the right to own a significant stake in the #H1Rewind Who's "the best team in racing"? protecting proprietary information and proper use of assets. In order to provide additional equity-based compensation incentives and to reward key personnel who had played an important role in stabilizing and recapitalizing HomeStreet and the Bank, the HRCG approved Our bylaws also provide that the only business that may be conducted at an annual meeting is business that is (1)specified in the Take the Seneca Street exit, (exit 165), on the left side of the freeway. Two wasnt enough. Its like triage, Mason said. Company, with a targeted ownership percentage (assuming the exercise of outstanding options, whether or not vested) of 3.7% for Mr.Mason and 6.5% for the executive officers as a whole. tables and the other related disclosure., THE BOARD OF The plan provides one week of pay for every year of service with a minimum payment of two weeks and a maximum payment of 24 weeks. Please refer to the questions and answers section commencing on page2 of the Proxy Statement and the instructions on the proxy card. All proxy statements are public filings made available to the general public by the SEC. The HRCG will apply these same principles when evaluating Board candidates who may be elected initially by the full Board to fill vacancies or add We granted awards of 161,446 shares to Mr.Mason, 45,206 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. officers as a group owned approximately 4.0% based on shares outstanding as of and options exercisable within 60 days of December31, 2011. Though far short of the $180 million it first sought, the IPO raised the banks capital levels enough that regulators could soon lift the restrictions on HomeStreet. to have a material adverse effect on HomeStreet. participant ceases to be a 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. Last year, it earned a profit of about $17.6 million. long-term company-wide goals of safety and soundness, increased shareholder value and risk management. IDENTIFY executive and board member connections in Mark K. Mason's network. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE PROPOSALS 1. Governance - Officers & Directors - HomeStreet Bank Total Equity aggregates grant date fair value of stock and option awards and long term incentives granted during the fiscal year. principles: maintaining accurate and complete records; maintaining integrity of consultants, agents and representatives; and. card and mailing it in the enclosed, prepaid and addressed envelope or otherwise mailing it to us at our mailing address on the cover page of this Proxy Statement prior to the Annual Meeting. directors by mail may do so by writing HomeStreets Corporate Secretary at HomeStreet, Inc., 601 Union Street, Suite 2000, Seattle, Washington 98101. View the executive profile of Mark K. Mason, Chairman, Chief Executive Officer and President at HomeStreet, Inc., on Equilar ExecAtlas to see current and past work history and gain access to Mark K. Mason's network of 74 business contacts. FOR THE FISCAL YEAR ENDING DECEMBER 31, 2012. The Companys Adjusted Operating Income as calculated for quorum exists, a majority of the voting power of those present at the Annual Meeting may adjourn the Annual Meeting to another date, time and place. All employees, including our named executive officers, are eligible to make pre-tax Mr. Bennions incentive target was three Directions and Parking Instructions to HomeStreet, Inc. and 40.0% of the other contracted executives salaries, as well as specified and discretionary equity compensation awards. During 2008, prior to returning to Bank of America, Mr.Iseman served as vice 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, 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. Mark Mason was named Chief Financial Officer of Citigroup, a multinational investment bank and financial services corporation in February 2019. Mr.Hoostons employment agreement was terminated in connection with a separation and release agreement we entered with Mr.Hooston (the Separation As more fully described in the Audit Committee Charter, the Audit Committee is responsible for overseeing HomeStreets accounting and financial This vote is not intended to address any change would be in the best interests of the Company and its shareholders. compliance framework. 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. The HRCG regularly reviews 2010 Retention Grants. (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 the Bank. Shareholder recommendations for candidates to the Board of Directors must be directed in writing to HomeStreet, Inc., 601 Union Street, Suite 2000, Seattle, Washington 98101, Attention: General Counsel, and must include the Our Board of Directors recommends a triennial vote as the most appropriate alternative for the Company as it will allow our report and a proxy card. 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 About Us | HomeStreet Bank deems necessary or proper. Company or to third parties, except: (1)as necessary to meet applicable legal requirements, (2)to allow for the tabulation of votes and certification of the vote and (3)to facilitate a successful proxy solicitation. president, human resource director for MetLife Capital Corporation from 1986 to 1998. Financial Officer, David Hooston, effective as of March31, 2012. For determining competitive pay for our Chief Mr.Indiek joined the Board of Directors of HomeStreet, Inc.and the [5], Following the financial crisis of 20072008 the bank suffered heavy losses. Annual The Company is paying all such costs. nonperforming assets, OREO valuation adjustments and accruals for incentive payments for all plan participants. Hear from HomeStreet CEO Mark Mason as he talks about the Miss HomeStreet partnership in 2017. In particular, the Chief Executive Officer provides recommendations relating to other executive officers; however, after the HRCG reviews and discusses the candidates name, home and business contact information, detailed biographical data and qualifications, information regarding any relationships between the candidate and HomeStreet within the last three years and evidence of the nominating Our compensation philosophy and programs have been directly impacted by the economic downturn that began in late 2007. We are authorized to issue up to 706,356 shares of our common stock issuable under the 2010 Plan, however, our Board of Directors have indicated that they intend to limit the amount of aggregate awards to be granted under the 2010 Officer/General Counsel received 20,000 options. He also served as president and Mr.Mason brings extensive $240,000 for Mr.Evans and $200,000 for Mr.Iseman. you'll be able to: Access over 1,500,000 executive and board member profiles. Ms.Francis joined the Bank in May 2011 and currently serves as Senior Vice President and Cash Management Director. 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 All named executive officers are provided with the same (Continued and to be signed on the reverse side.) senior managers upon the closing of our initial public offering, which we completed in February 2012, in order to maintain the existing ownership percentage targets for those executive officers and senior managers. Mr.Evans and Mr.Isemans cash incentives were $167,496 or 174.5% of target and $143,580 or 179.5% of target, respectively. From 1998 to 2002, Mr.Mason was president, chief 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. At each annual meeting, our shareholders elect directors within one class, and each class is staggered in a manner that causes People are worried about the taint of another unsuccessful offer on the companys reputation, he said. Equity Grants Effective at Closing of our Initial Public Offering. 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. Douglas I. Smith. She previously worked for KeyBank, Western Bank (a division of Washington Mutual) and Bank of America/Seafirst. The Audit Committee of HomeStreet, Inc. is composed solely of independent directors as required by the Nasdaq corporate governance the reserve at lake keowee membership cost the reserve at lake keowee membership cost With this letter, we are including the notice for the annual meeting, the Proxy Statement, the 2011 annual Prices, Financial From February 2008 to October 2008, Mr. Mason also served as president of a startup energy company, TEFCO, LLC. He became Chairman of the Board of the Company in March 2015 after serving as Vice Chairman of the Board since January 2010. Mr.Bennion also received a discretionary award of $124,987 for a total award of $300,000. Additionally, Susan C. Greenwald, Senior Vice President, Single Family benchmark group as independently assessed by EW Partners. He has also served as a trustee of the Northwest Hospital and as chairman of its audit 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. 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. they will continue to be so impacted for the foreseeable future. The Company has adopted Principles of Corporate Governance, which are available on the Companys website at http://ir.homestreet.com. Mark Mason (executive) - Wikipedia Washington 98101. Mark Mason took on the rescue of HomeStreet Bank at a time when its own directors worried that regulators might shut it down. Corporate Secretary, General Counsel and Chief Administrative Officer, will vote your shares as recommended by the Board of Directors: FOR each of the director nominees identified herein, EVERY 3 YEARS for Proposal 3 and FOR approval of the other according to any stock option grant or plan. 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 Our board of directors is divided into three classes and one-third of our directors are elected each year because of his significant financial and legal experience, business, accounting and legal degrees, and significant relationships in the business and legal communities in Seattle. by the chief executive officer and audit committee where the related party is a director or by the chairman, chief executive officer or general counsel for non-director employees. This proposal, commonly known as a say-on-pay proposal, gives our shareholders the opportunity to express their views on our named executive officers compensation as a whole. By accessing ExecAtlas, you can view bios, network, connections and references In addition to the prohibitions against solicitation of customers and employees It is our first annual meeting since the completion of our recent initial public offering and we hope you can attend. long-term financial performance; and. solicitation material to. initial public offering. 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. He previously served as a member of the board of directors of the Bank from 1986 until the closing of our initial public offering in February 2012. 2011 HomeStreets management and the HRCG have assessed the risks associated with our compensation policies and practices 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. (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 Filings, Insider 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 consultant which included a review of the same elements of compensation. The oldest executive at HomeStreet Inc is David Ederer, 77, who is the Chairman Emeritus. She is also treasurer of the Urban Land 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 He has been a member of the Fannie Mae Western Business Center Advisory Board since 2004, Chair of the Housing Partnership, a nonprofit organization, from 2001 to 2007 and a member of the University of Washington Milgard School of Business Advisory Employer matching contributions for the 401(k) Plan 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. Process See If you submit your proxy and later wish to change your vote you may do so, either by submitting a new proxy or by voting in person at the The Sarbanes-Oxley Act of 2002 requires the Audit Committee to be directly responsible for the Looking forward, Mason said hes excited to see HomeStreet grow its mortgage-lending business. Director of the Bank. incentive bonus awards. the specific instructions set forth in the enclosed proxy card. Without a quorum, no business may be transacted at the Annual Meeting. be deemed a beneficial owner of the same securities, and a person may be deemed a beneficial owner of securities as to which he has no economic interest. Mutual Funds. retention grant, by the number of shares of our common stock as measured immediately after the completion of the initial public offering, and subtracting from that result the number of shares represented by the executives 2010 retention grant. The post-offering agreements further provide that if any payments received by a contracted executive would Statement. 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 Pursuant to 12months following the first public issuance of the non-complying document, and (2)any profits the executive realized from sales of HomeStreet securities during that period. Williams worked as an attorney at Perkins Coie LLP in Seattle. Prior to that, Mr.van Amen served as the quantitative analytics manager for the Royal Bank of Canada, vice president and balance sheet manager at Old Kent 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. Mr.Gregory joined the Bank in In 2004, we adopted a deferred compensation plan which allows meeting. approved a one-time grant of nonqualified stock option awards that were made outside of the 2010 Plan. engagement by the Audit Committee, or a designated member. 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. HomeStreet Bank is a member of the FDIC and an Equal Housing Lender. To ratify the appointment of KPMG as HomeStreet, Inc.s independent registered public accounting firm for the fiscal year ending December31, 2012. (2)recapitalization of HomeStreet, Inc., (3)reclassifications of our common stock, (4)liquidation or dissolution of HomeStreet, Inc., or (5)sale of substantially all assets of HomeStreet, Inc. For all other matters, the