FEDERAL HOME LOAN BANK OF SAN FRANCISCO 2006 EXECUTIVE INCENTIVE PLAN
EXHIBIT 10.5
FEDERAL HOME LOAN BANK OF SAN FRANCISCO
2006 EXECUTIVE INCENTIVE PLAN
PLAN PURPOSE
To optimize the Banks performance in accomplishing Board approved goals and objectives.
PLAN OBJECTIVES
To motivate key executives to exceed Bank and individual goals and objectives which directly support the business plan and long-term strategic plan. Attract and retain outstanding executives by providing a competitive total compensation program, including incentive award opportunity.
ELIGIBILITY
Participants are key executives whose performance has a major impact on the Banks success. 2006 Participants are the incumbents in the Banks officer positions, including:
| Executive Vice President |
| Senior Vice President |
| Vice President |
| Assistant Vice President |
Participants must be employed by the Bank when payment is disbursed to be eligible for an incentive award for the current plan year. Employees who participate in other incentive plans are not eligible to participate in this plan. Participants hired, promoted, or who have a leave of absence during the plan year are eligible to participate on a pro-rata basis. Participants hired or promoted on or after October 1st will not be eligible to participate during the current plan year.
INCENTIVE GOALS, WEIGHTS, AND MEASURES
Incentive Goals
The incentive goals are based on the primary objectives set forth in the Banks 2006 plan. For each participant there are two Bank goals, and one to three individual goals. The individual goals directly support the Bank-wide goals.
The two Bank goals for 2006 are as follows:
1. | 2006 Dividend Potential: Dividend potential before any provision for retained earnings or accounting impacts of FAS 133 is at least 102.0 basis points over the benchmark yield on invested capital. |
2. | 2006 Market Penetration: Achieve a target market penetration of wholesale borrowings and convert non-borrowing members into borrowing members. |
- | Market penetration is divided into sub-categories of members found on the following page. [*] |
- | Convert [*] non-borrowing member institutions into borrowing members. This is consistent with the Banks strategic objective to increase diversification of its core credit business and maximize the value of membership among all members. |
The Board of Directors will also determine whether or not to allocate a discretionary amount/pool of dollars to the incentive compensation payouts.
Actual achievement of Bank goals one (1) and two (2) are subject to adjustment for changes resulting from movements in interest rates, changes in financial strategies or policies, any significant change in Bank membership, as well as other factors determined by the Board.
Incentive Goal Weights
The Bank and individual goals are weighted. For the Executive Vice President and Senior Vice Presidents, greater weight is given to the Bank goals, since these officers have a greater impact on total Bank performance.
[*] | Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portion. |
Incentive Goal Achievement Measures
The plan rewards levels of goal achievement, as follows:
Achievement Level | Measure Definition | |
200% of target | The most optimistic achievement level based on reasonable business assumptions and conditions. | |
150% of target | An optimistic achievement level based on expected business. | |
Target (100%) | Performance that is considered a target level of successful plan achievement. Incentive payments are made at the target (100%) level found in the award ranges scale on the following page. | |
Threshold (75% of target) | A threshold level of performance. |
The 2006 goals/discretionary pool weights and measures are:
Weights | Measures | |||||||||||||||||
2006 Bank Goals & BOD Discretion | EVP | SVP | VP | AVP | (75%) Threshold | (100%) Target | (150%) Exceeds Target | (200%) Far Exceeds Target | ||||||||||
Dividend Potential | 32% | 28% | 20% | 16% | Benchmark + 82.0 bps | Benchmark + 102.0 bps | Benchmark + 142.0 bps | Benchmark + 182.0 bps | ||||||||||
Market Penetration | 28% | 25% | 18% | 14% | Customer Segment | % of Wholesale Borrowings | % of Wholesale Borrowings | % of Wholesale Borrowings | % of Wholesale Borrowings | |||||||||
[*] | [*] | [*] | [*] | [*] | ||||||||||||||
Average Balance | Average Balance | Average Balance | Average Balance | |||||||||||||||
[*] | [*] | [*] | [*] | [*] | ||||||||||||||
Average Balance | Average Balance | Average Balance | Average Balance | |||||||||||||||
[*] | [*] | [*] | [*] | [*] | ||||||||||||||
Discretionary | 20% | 17% | 12% | 10% | BOD Determines | BOD Determines | BOD Determines | BOD Determines | ||||||||||
Individual Goals | 20% | 30% | 50% | 60% | ||||||||||||||
Total | 100% | 100% | 100% | 100% |
Achievement levels can not exceed 250% for each market penetration goal segment or for the participants individual goals. And, the aggregate achievement levels for each plan goal/objective (dividend potential, market penetration, overall bank-wide performance, and individual goals) can not exceed 200%.
[*] | Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portion. |
Award Determination
Awards will be based on success in achieving the key business goals. In the case of the three Bank goals and objectives, the same achievement measures apply to all participants. At yearend, accomplishments will be assessed and a percent of achievement will be determined for each goal and objective.
Percent of Achievement Scale | Achievement Levels | ||||||
0% - 200% | 200 | % | = | Far Exceeds Target | |||
150 | % | = | Exceeds Target | ||||
100 | % | = | Target | ||||
75-99 | % | = | Threshold |
For each goal and objective, the percent of achievement (subject to limits) will be multiplied by the appropriate weights. The weighted achievements will then be added to determine the total weighted achievement. The basis for award opportunity is total weighted achievement that can not exceed 200%. Performance from 75-99% (threshold level) is below the target achievement level and therefore will result in an award less than the target award. No awards will be paid for performance between 0-74%.
Award Opportunity
The Board of Directors has the discretion to approve awards for achievement below 75% total weighted achievement. And, the President and the Board of Directors have full discretion to modify any and all incentive payments.
Award Ranges as a Percent of Base Salary
Total Weighted Achievement | EVP | SVP | VP | AVP | ||||
200% | 55% | 50% | 35% | 20% | ||||
150-199% | 40-54% | 37-49% | 27-34% | 15-19% | ||||
100-149% | 27-39% | 25-36% | 18-26% | 10-14% | ||||
75-99% | 14-26% | 12-24% | 9-17% | 5-9% | ||||
0-74% | Award at the discretion of the Board of Directors |
Example of How Award Is Calculated for a Vice President
Goal | Goal Weight | Percent of Achievement | Total Weighted Achievement | |||||||
2006 Dividend Potential | 20% | X | 175% | = | 35.0% | |||||
2006 Market Penetration | 18% | X | 125% | = | 22.5% | |||||
Board Discretionary Award | 12% | X | 150% | = | 18.0% | |||||
Individual Goal(s) | 50% | X | 145% | = | 72.5% | |||||
100% | 148.0% |
Total Weighted Achievement | Award as a % of 2006 Base Salary | |
148% | 26.6% |
APPROVAL OF INCENTIVE AWARDS
All recommended incentive awards must be approved by the President and the Board of Directors prior to payment. Award recommendations are presented to the Board of Directors at the January 2007 Board meeting.
PLAN ADMINISTRATION AND IMPLEMENTATION
The President is responsible for overseeing the administration and interpretation of the Plan.