Type of loan
Contract Categories:
Business Finance
- Loan Agreements
EX-10.12 4 l24279aexv10w12.htm EX-10.12 EX-10.12
Exhibit 10.12
Summary Sheet of Director and Officer Compensation
Outside Directors
On January 24, 2007, NorthWest Indiana Bancorps (the Bancorp) Directors approved an increase in annual directors fees paid to outside directors. For 2007, $22,750 in annual fees will be paid to outside directors. Directors are reimbursed for expenses incurred in connection with attendance at Board and Committee meetings.
Inside Directors and Executive Officers
On January 24, 2007, the Bancorps Compensation and Benefits Committee of the Board of Directors approved executive officer base compensation for 2007 and authorized payment of incentive compensation for 2006 performance. The individuals listed below will begin to receive their new base salary and incentive compensation payment on February 1, 2007:
2007 | 2006 | |||||||
Base | Incentive | |||||||
Inside Directors and Executive Officer | Salary | Compensation | ||||||
David A. Bochnowski, Director, Chairman and Chief Executive Officer | $ | 347,563 | $ | 46,976 | ||||
Joel Gorelick, Director, President and Chief Administrative Officer | $ | 209,575 | $ | 22,205 | ||||
Edward J. Furticella, Director and Consultant | $ | 85.59 | (1) | $ | 8,260 | |||
Jon E. DeGuilio, Executive Vice President, General Counsel and Secretary | $ | 141,341 | $ | 7,325 | ||||
Robert T. Lowry, Senior Vice President and Chief Financial Officer | $ | 125,823 | $ | 7,575 |
(1) | Mr. Furticella is a part-time employee with the Bancorp and earns an hourly rate of pay. |
Incentive Compensation Plan
The Bancorps Compensation and Benefits Committee has established an incentive compensation system designed to offer positive salary rewards for peak performance to all employees. The incentive compensation is geared towards rewarding performance that results in increased profitability of the Bancorp. In addition, incentive compensation is awarded for consistent performance tied to corporate goals rather than short-swing profits. The incentive compensation is discretionary and approved by the Board on an annual basis, as strategic goals are achieved. The incentive targets are set by the Board at the beginning of the fiscal year, but the Board retains the prerogative to review the incentive outlook at the end of the fiscal year.
The incentive compensation is paid from a pool of funds created each year based on the Bancorps return on equity, return on assets, and increase in earnings per basic share. Each of the three measures is tied to a factor, which is then multiplied by the Bancorps annual net income after incentive compensation expense to determine the incentive compensation pool. The factors are set forth in the attached table. The Board also has the discretion to increase the size of the incentive compensation pool to reward outstanding performance consistent with long and short-range goals. No Board discretionary funds were included in the 2006 incentive compensation pool. The incentive
48
compensation pool is generally allocated to the Bancorps employees in the following manner: 30% to the Chief Executive officer, 52% to the Chief Administrative Officer and Vice Presidents and 18% to other employees. The Chief Executive Officer, with Board approval, may reallocate a portion of his incentive compensation pool to the other compensation pools.
The allocated incentive compensation pools can be utilized to supplement the cash remuneration of the Bancorps management according to the following guidelines: Vice Presidents up to 10% of salary; Senior Vice Presidents up to 20% of salary; President and Executive Vice President up to 35% of salary; and Chief Executive Officer up to 50% of salary. The incentive compensation for Vice Presidents, Senior Vice Presidents, Executive Vice President and President is awarded based on a performance review by the Chief Executive Officer, which is reviewed and approved by the Bancorps Compensation Committee and Board. The performance review incorporates the following criteria: results achieved, goal attainment, and core competencies for leadership, management, communication, initiative and time management, commitment to stock ownership, community leadership and professional development. The Compensation and Benefits Committee and Board conduct the Chief Executive Officers performance review following the same criteria and determine his incentive compensation.
49
TABLE
COMPONENT PARTS
PEOPLES BANK INCENTIVE
COMPONENT PARTS
PEOPLES BANK INCENTIVE
Return on Assets | % of Profit | Return on Equity | % of Profit | Earnings Per Share | % of Profit | |||||
% | Added to Pool | % | Added to Pool | % Increase | Added to Pool | |||||
0.70 | 0.025 | 11.00 | 0.500 | 1.00 | 0.0000 | |||||
0.75 | 0.500 | 11.25 | 0.625 | 2.00 | 0.0250 | |||||
0.80 | 0.625 | 11.50 | 0.750 | 3.00 | 0.0500 | |||||
0.85 | 0.750 | 11.75 | 0.875 | 4.00 | 0.0750 | |||||
0.90 | 0.875 | 12.00 | 1.000 | 5.00 | 0.0100 | |||||
0.95 | 1.000 | 12.25 | 1.125 | 6.00 | 0.0150 | |||||
1.00 | 1.125 | 12.50 | 1.250 | 7.00 | 0.0200 | |||||
1.05 | 1.250 | 12.75 | 1.375 | 8.00 | 0.0250 | |||||
1.10 | 1.375 | 13.00 | 1.500 | 9.00 | 0.0300 | |||||
1.15 | 1.500 | 13.25 | 1.625 | 10.00 | 0.0350 | |||||
1.20 | 1.625 | 13.50 | 1.750 | 11.00 | 0.0400 | |||||
1.25 | 1.750 | 13.75 | 1.875 | 12.00 | 0.0410 | |||||
1.30 | 1.875 | 14.00 | 2.000 | 13.00 | 0.0420 | |||||
1.35 | 2.000 | 14.25 | 2.125 | 14.00 | 0.0430 | |||||
1.40 | 2.125 | 14.50 | 2.250 | 15.00 | 0.0440 | |||||
1.45 | 2.250 | 14.75 | 2.375 | 16.00 | 0.0450 | |||||
1.50 | 2.375 | 15.00 | 2.500 | 17.00 | 0.0460 | |||||
15.25 | 2.625 | 18.00 | 0.0470 | |||||||
15.50 | 2.750 | |||||||||
15.75 | 2.875 | |||||||||
16.00 | 3.000 |
50