Compensation Committee Actions Regarding Performance and Incentive Plans (December 9, 2004)

Contract Categories: Human Resources › Bonus & Incentive Agreements
Summary

The Compensation Committee of the Board of Directors set the rules for employee bonuses under the company's performance and annual incentive plans for 2005. They defined targets for a performance pool tied to a potential change-in-control transaction, based on the company's sale-to-book value ratio compared to industry benchmarks. They also set specific financial goals—earnings per share, return on assets, and return on equity—that executive officers must meet to earn annual bonuses for the 2005 fiscal year.

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EX-10.23.A 3 y06731exv10w23wa.htm EX-10.23.A: DESCRIPTION OF ACTIONS TAKEN BY THE COMPENSATION COMMITTEE EX-10.23.A  

EXHIBIT 10.23(a)
      On December 9, 2004, the Compensation Committee of the Board of Directors took the following actions:
        1. Performance Plan. The Compensation Committee established the parameters of the performance pool available under the Company Amended and Restated Performance Plan, including the targets that must be met if such performance pool is to be funded and distributed to eligible employees, including executive officers, in connections with a change-in-control transaction initiated during the fiscal year 2005. The targets are based on the sale-to-book value ratio of the Company stock for a change-in-control transaction as measured against a representative index of sale price-to-book value ratios of public sector commercial bank acquisition transactions.
 
        2. Establishment of Performance Goals for 2005. The Compensation Committee established performance measures that will determine the annual bonuses that may be earned by the executive officers under the Company’s Annual Incentive Compensation Plan with respect to the fiscal year 2005. The measures are based on the Company’s achievement of specified levels of earnings per share, return on assets and return on equity.