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He is also a member of the boards of directors of several community organizations, including University of Washington Physicians, and From 1998 to 2002, Mr. Mason was president, chief executive officer and chief lending officer for Bank Plus Corporation and its wholly owned banking subsidiary, Fidelity Federal Bank, where Mr. Mason also served as the chief financial officer from 1994 to 1995 and as chairman of the board of directors from 1998 to 2002. I got married the first time because I was raised Catholic and that's what you were supposed to do. You may cast your vote on your preferred voting frequency by choosing the option of one year, two years, three years or abstain from From 1999 until 2001, he also served as a member of the board of directors of the Company, and rejoined the board of directors of Mr.Battaglias career in both private practice and as in-house In 2011, our chief executive officer, chief financial officer, chief credit In May 2011, the Board of Directors approved grants of stock options and restricted stock awards to be made to our executive officers and subsequent recapitalization of the Bank, the Company re-adopted the compensation philosophy, described below, consistent with a financially stable and well-capitalized financial institution. The Companys Human Resources and Corporate Governance committee, or HRCG, acts as both our nominating and corporate governance committee and our compensation committee. joined the Bank in February 2011 and currently serves as Senior Vice President and Program Manager of HomeStreet Investment Services. In addition, any options exercisable within 60 days of April2, 2012 He has served on the boards of directors of Hanmi Financial Corp., San Diego Community Bank and The Bjurman Barry Family of Mutual Funds. executive officer and director of the Bank of Southern California from 1994 to 1996, and president, chief executive officer and director of CapitolBank Sacramento from 1992 to 1994. In order to be included in the Proxy Statement for the 2013 annual meeting of implemented compensation practices consistent with our complementary goals of preserving the Banks safety and soundness, assuring the survival and success of HomeStreet, fairly compensating employees, and attracting and retaining management She holds a bachelors degree in Business Administration from Western Washington University and she has completed Assistance. In The say-on-pay vote is advisory, and therefore not binding on the Company, the Human Resources and Corporate Governance Mr.Malone has served on the board of directors and the audit committee of Expeditors International since 1999. million limit on the amount of compensation that a publicly held corporation may deduct in any one year with respect to its chief executive officer and each of the next three most highly compensated executive officers (other than its chief financial The committee also ordinarily reviews recommendations and Participation. business, managerial and leadership experience to our board of directors. Please contact our investor relations department by calling 206-264-4200, by writing to HomeStreet, Inc., attn. number of directors may not shorten the term of an incumbent. Peer group benchmarking was not used over the three preceding years for other management positions because we were not increasing base salaries for those other officers. 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. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. the Cascade Land Conservancy Advisory Board. will be voted on at the Annual Meeting? Employees are eligible to participate in the 401(k) Plan if they meet the applicable service requirements and are at least 18 years old. ESOP employer-directed investment accounts are invested in stocks, bonds and other investments selected by the ESOP fiduciary, the Companys retirement benefits committee. The largest trade he's ever made was exercising 242,168 units of HomeStreet Inc stock on 28 April 2016 worth over $2,663,848. We do not follow formal guidelines for establishing internal parity, but we do seek to correlate organizational responsibility with participation level. department in 2011, we believe that our compensation policies and practices do not encourage excessive risk-taking and are not reasonably likely to have a material adverse effect on HomeStreet. WEST parking in the vicinity of a One Union Square elevator will be closer to the Hilton.). HomeStreets difficult quest for capital was over. 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. 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. The Company is principally engaged in real estate lending, including mortgage banking activities, and commercial and consumer banking. 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 bachelors degree from the University of Washington. In 2011, our named In the event that this selection Additional copies of the Annual Report on Form 10-K may be Payment of Filing Fee (Check the appropriate box): Fee computed on table below per Exchange Act Rules 14a-6(i)(l) and 0-11. The following table shows the compensation paid to our non-employee directors for 2011. Numbers reported do not include change in pension value and non-qualified deferred compensation earnings. Accordingly, assuming the presence of a quorum, abstentions will not affect the results of the matters to be considered at the Annual Meeting. (3)payment of health insurance premiums for. Therefore, no specific target and maximum award opportunities were defined for 2011 and no awards were earned for 2011 performance results. Directions and Parking Instructions to HomeStreet, Inc. She holds a senior Election of Directors. We may reimburse brokerage firms, custodians, nominees, fiduciaries and other persons representing beneficial owners for their reasonable expenses in forwarding determination of beneficial ownership of securities. Each common share you owned of record on the Record Date is entitled to one vote for each director candidate. He holds a bachelors degree in Economics from Weber State University and a masters degree in Economics from Claremont Graduate University. Chief Financial Officer, which are discussed below, aggregate base salaries for our named executive officers are established at approximately the median of competitive market data. Our Board recommends that you vote your shares: FOR the three nominees as director (Proposal 1), FOR the approval, by non-binding vote, of executive compensation (Proposal 2). As a result, 75% of the options granted to Mr.Hooston pursuant to the 2010 retention grants were vested and exercisable upon his termination. The meeting will be held at 10 a.m. Pacific Time on May23, 2012 at the downtown Seattle Open Mr.Evans joined HomeStreet in November 2009 and currently serves as the Executive Vice President, General Counsel and Chief Mr.Schlenker We do Permissible services, not pre-approved pursuant to this policy, require specific review and approval prior to the How long will each of the directors elected at the Annual Meeting continue to serve? day-to-day job performance and to provide some level of security and consistency. Mark K Mason is Chairman/President/CEO at Homestreet Inc. See Mark K Mason's compensation, career history, education, & memberships. shareholders, we encourage, but do not require, directors to attend. This clawback period has a rolling three-year look back. In this section we refer to these individuals as the contracted executives. How does the Board of Directors recommend I vote? the Dodd-Frank Wall Street Reform and Consumer Protection Act. For determining competitive pay to present a proposal at an annual meeting does not appear to present his or her proposal at such meeting, the Company need not present the proposal for vote at such meeting. The Please bring your Union Square garage entrance ticket to the meeting and we will be happy to validate your parking before you Directors Scott HomeStreet, Inc., d.b.a HomeStreet Bank, together with its subsidiaries, provides various financial services primarily in Washington, Oregon, California, and Hawaii. of such principles; administer our equity incentive plans, pursuant to the authority delegated to it by our Board of Directors; set the corporate goals and objectives, if any, relevant to our executive officers compensation and evaluate our executive officers Prior to joining Port Blakely Communities, he served as president shares to Mr.Hooston and 32,288 shares to each of Messrs. Evans and Iseman on February15, 2012. In 2011, we implemented a Management/Support Performance-Based Annual Incentive Plan under which certain officers, including our named executive designated executive officers to defer annually all or part of their incentive bonus and to receive an employer contribution equal to the additional employer contributions, if any, that would have been made to the 40l(k) Plan and ESOP based on Regulatory Oversight Director. cast will be elected. vote. Employer ESOP contributions are determined based on the attainment of goals for overall National Association of Industrial and Office Parks, past chair and member of Embers, an industry peer group, and a member of the mortgage banking committee of the Mortgage Bankers Association of America. HomeStreet, Inc. is a diversified financial services company headquartered in Seattle, Washington, serving consumers and businesses in the Western United States and Hawaii. 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 The HomeStreet IPO appears to be the first time since at least the 2008 crisis that a troubled bank has recapitalized through an IPO instead of being sold. Proxy instructions, ballots and voting tabulations that identify an individual shareholder are handled in a manner that protects your voting privacy. The proposals scheduled to be voted on at the Annual Meeting are: The election of the three Class I directors listed in this Proxy Statement to serve for a term of three years or until their respective successors are in Business Administration from the University of Washington. In addition, in November 2011 to determine the competitiveness of our Chief Executive Officers compensation package, our HRCG considered the peer group benchmarks and survey information suggested by an outside compensation 2011 needed in our current environment. constitute an excess parachute payment within the meaning of Section280G of the Internal Revenue Code, the Company will pay that individual an additional amount so that his net payment will not be diminished in any respect by the Hospital and Seattle Pacific University. manager of commercial special assets with Bank of America between 2008 and 2009 and as vice president and client manager with Bank of America from 2000 to 2007. You can see the complete history of Mr. Mason stock trades at the bottom of the page. Mr.Indiek joined the Board of Directors of HomeStreet, Inc.and the What does Bloomberg's Alix Steel and Paul Sweeney harness the power of Bloomberg Intelligence to provide in-depth research and data on more than 2,000 companies and 130 industries. 2011, McLagan assessed our incentive compensation programs and made recommendations with respect to the Sound Incentive Compensation Policy Final Guidelines as adopted by our regulators effective June 2010 and the guidelines to be implemented under 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, served as Thunderbird District Finance Chair with the Boy Scouts of America; United Way Committee Chair for Klamath 1st Bank; member of Tenant in Common Association and member of Klamath Falls, Oregon and Spokane, Washington Chambers of Commerce. 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. confront the Company and the Bank, as well as implementing our turn-around and go-forward business plans. A majority of the president and senior relationship manager with Key Bank Real Estate Capital. American Stock Transfer and Trust Company, LLC, our stock transfer agent will serve as the inspector of elections and in that What happens if additional matters are presented at the Annual Meeting? The Audit independence of our auditors; review and approve non-audit services, including a reconciliation of fees actually paid for non-credit services as compared to fees previously approved Paul J. Battaglia, Senior Vice President, Credit Counsel of the Bank. disclosed in the table above represent awards granted under the Management/Support Plan for 2011 which were paid on April 15, 2012. The pre-offering agreements also provided for annual incentive payment opportunities of no less than 50.0% of Mr.Masons salary. engagement by the Audit Committee, or a designated member. Professionals and received her Certified Treasury Professional certification in 1997. 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. He sold the credit-card operations that had pushed the bank to the brink. Lemon joined the Bank in 1985 and since 2001 What if my shares are held in street name? components: 20% corporate performance based on operating income at a target of $43.3 million, 60% business unit performance based on single family loan production and profit and 20% individual performance. Malone. Kathleen A. Kanealii, Senior Vice President, Business Banking Director of Mr.Malone joined the Board of Directors of HomeStreet, Inc. upon the closing of our initial public offering in your shares will be voted as you instruct. If you are a 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. In addition, the plan authorizes the HRCG to provide that the grant, vesting or settlement of any award made under the plan may be subject to one or more pre-established performance goals. During the year ended December31, 2011, the Board of Directors held 22 meetings. The SEC has defined beneficial ownership of a security to mean, generally, the possession, including shared possession, directly or indirectly, of voting power or investment power. management. appropriate on matters that involve specific areas of risk that each Committee oversees. If you provide Award opportunity levels, expressed as a percent of salary, have been set for each eligible employee for each plan year. independence. Urban Land Institute (CDC Council), American College of Real Estate Lawyers, and the Pacific Real Estate Institute. Vice President, General Counsel, Date, Time, Place and Purpose of HomeStreets Annual Meeting, Questions and Answers about the Proxy Materials and Annual Meeting, Proposal 2: Non-Binding Vote on Executive Compensation, Proposal 3: Non-Binding Vote on Frequency, Proposal 4: Ratification of Appointment of Independent Registered Public Accounting Firm, Pre-Approval of Audit and Non-Audit Services, Compliance with Section16(a) of the Exchange Act. In accordance with Mr.Masons employment agreements with the Company, as of March26, 2012, the date of the lifting of the cease and desist order imposed on the Bank, Mr.Masons base salary decreased to In addition to the compensation arrangements with directors and executive officers described in Executive Compensation above, Before we even get into what you should do in your relationship, let's start with what not to do. If you hold your shares in street name and you do not give voting instructions to Mr. Mason is a certified public accountant (inactive) and holds a bachelor's degree in business administration with an emphasis in Accounting from California State Polytechnic University. 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 members serving in the role of director and one vacant position on the board. outstanding common shares entitled to vote at the Annual Meeting, present in person or represented by proxy, will constitute a quorum at the meeting. on HomeStreets website and the SECs website are not part of this Proxy Statement. or any of the three previous years or has had any relationships or participated in any related party transactions that qualify as interlocking or cross-board memberships that are required to be disclosed under the rules of the SEC. HomeStreet has an insider trading policy that prohibits, among other things, short sales, hedging of stock for our Chief Executive Officer and Chief Financial Officer in 2009, we considered compensation information for equivalent positions of the following banks: In November 2011, the HRCG subsequently engaged EW Partners, Inc. (EW Partners) He is currently a Mr.Boggs joined the Bank in 2006 as a member of the board of directors and became a director of HomeStreet, Lending Operations Director of HomeStreet Bank. The first-quarter report is due in April. mcdonalds garfield mugs worth Insider Trading Policy and Rule 10b5-1 reporting processes, including the quarterly reviews and the annual audit of HomeStreets consolidated financial statements by KPMG LLP, HomeStreets independent registered public accounting firm. Request, Email THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE DIRECTOR NOMINEES, A VOTE FOR PROPOSALS 2 HomeStreet, Inc. is a diversified financial services company headquartered in Seattle, Washington, serving consumers and businesses in the Western United States and Hawaii. Mr.Boggs was also an adjunct professor for the Seattle University Albers School of Business and Economics teaching accounting and information systems from 2004 until 2009. From 2008 until joining HomeStreet, Mr.Evans was the managing director of the bankruptcy and restructuring practice group at Marshall& Stevens. financial expertise with respect to audit committee members. She is also treasurer of the Urban Land of those grants. President, Residential Construction Lending Director of the Bank. It is my distinct pleasure to invite you to attend the 2012 annual meeting of shareholders of HomeStreet, Inc. Additionally, He became Chairman of the Board of the Company in March 2015 after serving as Vice Chairman of the Board since January 2010. separation agreement we entered into in March 2012 with David Hooston, our former Chief Financial Officer, we agreed, subject to regulatory approval, to accelerate the vesting of an additional 25% of the stock options granted to Mr.Hooston and collateral, as those prevailing at the time for comparable loans with persons not related to us, and do not involve more than the normal risk of collectability or present other features unfavorable to us. From February 2008 to October 2008, Mr. Mason also served as president of a startup energy company, TEFCO, LLC. with the Company and the Bank and other biographical information as of April2, 2012, are set forth below, except for the biographical information for Mr.Mason, which can be found above under Proposal 1 Information 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, The actual payouts will be calculated as a proportion of minimum, target and maximum performance levels. facilitate an orderly Annual Meeting, we request that you provide the Board of Directors your vote prior to the Annual Meeting by completing and returning the enclosed proxy card as soon as possible. All named executive officers are provided with the same please cross through the name of the relevant nominee and clearly print the name of your proposed director alongside the stricken candidate. Ms.Greenwald began her career at the Bank as a secondary The information shown here is a reporting of information included in the company's proxy statement. purposes of the Management/Support Incentive Plan was $51.9 million. Any such discretionary matching contribution matches a participants pre-tax 40l(k) Plan contributions at a percentage we determine of the first Employee directors are not compensated If you are the beneficial owner of shares held by a broker in street name, your broker, as the record holder of the shares, is required to vote the shares in accordance with your instructions. Ms.Kanealii joined the Bank in 2002 as Senior Vice President and Business Banking Director. Ms. The notice must contain specified information about the nominees and about the shareholder proposing such nominations. Our articles of incorporation provide that directors are elected for Mr.Indiek was also involved in the formation of times (in the case of the other contracted executives) the greater of his annual incentive payment earned by the executive in the year prior to termination or the contracted executives target incentive payment for the current year and take you up to the Hilton Lobby.