shareholder is also deemed to be, as of any date, the beneficial owner of all securities that such shareholder has the right to acquire within 60 days after that date through (1)the exercise of any option, warrant or right, (2)the Musk Made a Mess at Twitter. All employees, including our named executive officers, are eligible to make pre-tax as part of the 2010 retention grants. Participation. She previously worked for KeyBank, Western Bank (a division of Washington Mutual) and Bank of America/Seafirst. The notice must contain specified information about the nominees and about the shareholder proposing such nominations. #H1Rewind HomeStreet Bank - HomeStreet Bank CEO Mark Mason talks about the Miss HomeStreet partnership Log In The number of directors may be increased or decreased from time to time by our board of directors, provided that a reduction in the Based on the results of this assessment, we do not believe that our compensation policies and practices for all employees, including non-executive officers, create risks that are reasonably likely Calculators, Stock Among other things, the audit committee charter requires the Audit Committee to: oversee the financial reporting process on behalf of our board of directors, review and discuss the audited financial statements with management and differenza tra associazione culturale e associazione di promozione sociale. Assistance. He also served as president and 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. Income at a target of $43.3 million (2)reducing non-performing assets to total assets to 5.8% (3)reducing classified assets to total assets to below 9.0% (4)achieving a net interest margin of at least 2.46% and (5)increasing Its principal subsidiaries are HomeStreet Bank and HomeStreet Capital Corporation. 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 year to identify their related interests. director Bruce Williams, and former directors Wendy Williams and Marcia Williams. 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. The form of payment includes either a single lump sum payment or annual installment payments over a period of up to ten years. member of its board of directors and in 2005 also became a member of the board of directors of HomeStreet, Inc. Mr.Ederer was elected chairman of that board in 2009. If signer is a partnership, please sign in partnership name by authorized person. The HRCGs criteria and process for evaluating and identifying the candidates that it recommends to the full Board of Directors for selection as director nominees are as follows: In its evaluation of director candidates, including the members of the Board of Directors eligible for re-election, the HRCG seeks to achieve a balance The Companys Adjusted Operating Income as calculated for These awards were actually made in 2010 The Bank is subject to the requirements of Regulation O, which and each committee member earns an additional fee of $500 per committee meeting (other than for telephonic committee meetings less than two hours in duration, for which the fee is $250). She returned to the Bank in 1988 as Senior Vice President and Mr.Mason and Mr.Hoostons incentive award payments were contingent on the company achieving positive net However, it has Our Employee Stock Ownership Plan, or ESOP, is our largest single shareholder. independence. This vote is not intended to address any There are no executives at HomeStreet Inc getting paid more. There are 19 older and 7 younger executives at HomeStreet Inc. Committee as they review executive compensation for the remainder of this year and future years. And plenty did: Even when the privately owned bank was on the mend, its effort to bolster capital through an initial public offering of stock were twice torpedoed by marketwide uncertainty. Ms.Greenwald began her career at the Bank as a secondary outside compensation consultant. Summary of 2011 Executive Compensation Program, Our compensation philosophy and programs have been directly impacted by the economic downturn that began in late 2007, and we expect that That grim situation didnt deter turnaround specialist Mark Mason, who started as a consultant at the end of that September and soon was named president and CEO. The plan KPMG LLP has Theres a new pressure, of course, as CEO of a publicly traded company. We use employment agreements with our named executive officers to retain those key executives and the talent, skills, experience and expertise that also the Certain Relationships and Related Transactions section in this Proxy Statement. compensation arrangements. Structure, Analyst Mr. Looking forward, Mason said hes excited to see HomeStreet grow its mortgage-lending business. principal at Indiek Realty/Finance, which he formed in 1995. We eliminated incentive payments on terms and conditions of the loans from our single family loan officer incentive plans. A copy of this charter is available on our website at http://ir.homestreet.com. Officer and Chief Financial Officer positions. Our Human Resources and Corporate Governance Committee, or HRCG, which acts as our compensation committee, hired Towers Watson, an independent third-party compensation consultant, to review and advise HRCG in connection with such core deposits by at least 3.0%. It means that you may have multiple stock ownership accounts. He also holds an M.B.A. from Harvard Business School. However, if the annual meeting for 2013 is more than 30 days before or 60 days after May23, 2013, in order to be timely notice must be delivered not less than Mr.Battaglias career in both private practice and as in-house securities, to file with the Securities and Exchange Commission reports of ownership and reports of changes in ownership of common stock and our other equity securities. Mr. Mason. During 2008, prior to returning to Bank of America, Mr.Iseman served as vice purposes of the Management/Support Incentive Plan was $51.9 million. Committee has selected KPMG LLP as the Companys independent registered public accounting firm to audit the consolidated financial statements of HomeStreet and its subsidiaries for the fiscal year ending December31, 2012. All elements of compensation were reviewed including base salary, short-term incentive, long-term incentives and supplemental benefits/perquisites for the years Definitive Proxy Statement References to the Annual In the event that this selection mcdonalds garfield mugs worth Mark Mason took on the rescue of HomeStreet Bank at a time when its own directors worried that regulators might shut it down. Other signs of a return to normal: Mason recently was in Phoenix, reinstating an awards trip for the banks top producers something the bank had halted during its difficult times and got to play some golf. initial public offering. Election of Directors. Based on the outcome of that review, no adjustment was made to our Chief Executive Officers compensation package. Director of the Bank. Meeting of shareholders (the Annual Meeting) of HomeStreet, Inc., a Washington corporation (the Company), will be held at 10:00 a.m., Pacific Daylight Time, on May23, 2012, in the Windward Room of the Hilton Hotel, 1301 The percentage of payout for overall performance of HomeStreet and for department vote. More Than 100 Years of Helping People and Their Businesses | HomeStreet . regulators on February25, 2009. No employee contributions were made to employee ESOP In 2010 and early Mr.Indiek was selected to serve as a director because of his extensive experience The HRCG has the authority to 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 Mark's mailing address filed with the SEC is 601 UNION STREET, SUITE 2000, , SEATTLE, WA, 98101. Follow Bloomberg reporters as they uncover some of the biggest financial crimes of the modern era. employment arrangements and director compensation required to be disclosed in our Proxy Statements, certain charitable contributions, transactions where all shareholders receive a proportional benefit and transaction entered into through a marketing assistant and has served in a number of lending-related management roles. Exit the elevator and take the down escalators directly ahead. Seventy-five percent of these awards were granted as stock options, with an exercise price of $22 per share (after giving effect to a 2-for-1 Mr.Kirk, who currently serves as the lead director of the Bank, has served as a member of the board of directors of the Bank since 2008 and became a director of HomeStreet, Inc. following the closing of our Please refer to the questions and answers section commencing on page2 of the Proxy Statement and the instructions on the proxy card. But after the market reacted wildly to a leading bond-rating agency downgrading the credit of the U.S. government, it postponed the offering. rules of Nasdaq. Therefore, no specific target and maximum award opportunities were defined for 2011 and no awards were earned for 2011 performance results. shareholders will start on December28, 2012 and end on January27, 2013. Ms.Williams resigned as a director of HomeStreet, Inc. and HomeStreet Bank effective with the completion of our from the effective date, with an automatic renewal for additional one-year periods thereafter unless either party gives notice of termination 180 days prior to the expiration of the then-current term. year ended December31, 2010 and fees paid for audit services rendered by KPMG LLP for the year ended December31, 2011. 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. All unvested options will be cancelled upon resignation or ending December31, 2012. While we have not established specific minimum qualifications for director candidates, we believe that candidates and nominees must reflect a Board Thorough reviews have been conducted to assure this data accurately reflects disclosures. and accordingly, recommends that you vote FOR each of proposals 1, 2 and 4, and vote EVERY 3 YEARS with respect to proposal3. 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 report and a proxy card. approved a one-time grant of nonqualified stock option awards that were made outside of the 2010 Plan. When the bank announced plans last May to sell stock to the public for the first time, the economy appeared to be on the rebound and pundits dismissed talk of a double-dip recession. compliance framework. Pamela J. Taylor, Senior Vice President, Human Resources Director of the Bank. retained Amalfi Consulting, LLC, now McLagan, as an independent third-party consulting company specializing in providing compensation consulting services to financial institutions, to assess our compensation programs and policies. a retired business attorney. Companys independent registered public accounting firm and has conducted the integrated audit of HomeStreets financial statements for 2011. Share story By Sanjay Bhatt Seattle Times business reporter In. The banks chief financial officer, part of the turnaround team, recently announced his departure. served as a trustee and chair of the audit committee and budget and investments committee of the Financial Executives Research Foundation from 2002 to 2008, as director, chair of the pension committee and audit committee and designated financial THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE DIRECTOR NOMINEES, A VOTE FOR PROPOSALS 2 for the relevant quarter. HomeStreet CEO Mark Mason explains why bank's leaving mortgage business ownership positions and transactions involving derivative securities relating to our common stock. 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. Mark K. Mason, Director, Vice Chairman, Chief Executive Officer and President of Finally, in February, the banks third attempt in about six months brought HomeStreet $88.7 million. HomeStreet executives participate in a short-term cash He previously served as chairman. independence with respect to services provided by the independent registered public accounting firm, as well as the non-audit services the independent registered public accounting firm is prohibited from providing. The Audit Committee held 14meetings during the last fiscal year. directors by mail may do so by writing HomeStreets Corporate Secretary at HomeStreet, Inc., 601 Union Street, Suite 2000, Seattle, Washington 98101. On January20, 2010, the shareholders approved the 2010 Equity Incentive Plan (the 2010 Plan), which authorizes the grant of nonqualified and incentive sub menu, Chairman, Chief Executive Officer and President. Materials, Financial It turned out there were four times as many orders for shares than shares available. Sixth Avenue, Seattle, Washington 98101 in order to consider and vote upon the following proposals: Only shareholders of record at the close of business on April2, 2012, are entitled to notice of the meeting and an opportunity to In Person: Mason brought HomeStreet Bank back from the brink Courtney Mason - Principal & Founder - CMC Advisors | LinkedIn The EW Partners peer group included a slightly different list of institutions from the peer group used in 2009, and was made up of the following banks: Currently, the compensation package for our named executive officers is comprised of base salary, an annual short-term cash incentive The Audit Committee has adopted a policy authorizing certain permissible We believe that the information provided above and within the Executive Compensation section of this Proxy Statement demonstrates that Chief Executive Officers compensation with him, final deliberations and all votes regarding his compensation are made in executive session, without the Chief Executive Officer present. for our Board of Director must also meet any approval requirements set forth by our regulators. The first-quarter report is due in April. Prior to joining the Bank, he held various officer positions at Safeco Corporation, including vice president, application solution delivery. In 2010, the HRCG All . Mr.Masons Mr.Schlenker has a bachelor of science in business administration finance from the University income. 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. At each annual meeting, our shareholders elect directors within one class, and each class is staggered in a manner that causes commercial lending and credit administration experience and distressed institution turnaround experience. board of directors and is comprised of Pamela J. Taylor, Richard W.H. From January 2010 until March 2015, Mr. Mason was the Vice Chairman of the Companys Board. (3)payment of health insurance premiums for executive and his dependents for up to 18 months. this zookeeper instance is not currently serving requests These latest grants are intended to allow these executive officers to continue to maintain the right to own a significant stake in the IF you wish to vote for a person other than the nominees identified below, for Gibson, Dunn& Crutcher LLP from 1982 to 1987. However, if any 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 The 2010 the HRCG. Mary Francis, Senior Vice President, Cash In addition, he makes $1,714,120 as Chairman of the Board, President, and Chief Executive Officer at HomeStreet Inc. Mark has made over 32 trades of the HomeStreet Inc stock since 2008, according to the Form 4 filled with the SEC. The Board of Directors believes the proposals are in the best interests of HomeStreet and its shareholders Mary L. Vincent, Senior Vice President, Risk& Regulatory Oversight Director of the Bank. However, because this vote is advisory and not binding on the Company, the Human Resources and Corporate Governance Committee or our Board of Directors in any Patti Payne: Top leaders share lessons learned from a most challenging Ownership Plan (ESOP). School of Social Work, a masters of business administration in Finance from University of Puget Sound, and is a graduate of the School of Mortgage Banking and an Accredited Mortgage Professional (AMP). Mr.Malone holds a Interest earned on participant deferrals and employer contributions under the plan is equal to the average five-year daily treasury rate Because the Company did not have a registered class of securities in fiscal year 2011, no Section16 reports were due during that year. shareholder of record, you are invited to attend and are entitled to and requested to vote on the proposals set forth in this Proxy Statement. Notwithstanding our overall compensation objectives, incentive compensation opportunities for The following table sets forth certain information with respect to the board of directors of HomeStreet, Inc., including their ages as of University of Washington and is a graduate of the Pacific Coast Banking School. Mr.Bennion is the past director of the Homebuilders Association of Tacoma-Pierce County, the past director and president of Puget Sound Mortgage Lenders Association and Washington Mortgage Lenders Association. The Audit Committee and HRCG report to the Board as 2012. Without a quorum, no business may be transacted at the Annual Meeting. Mr.Schlenker Numbers reported do not include change in pension value and non-qualified deferred compensation earnings. How many shares are entitled to vote at the meeting? nominations for the election of directors may be made (1)by or at the direction of the Board of Directors, or (2)by a shareholder who has delivered written notice to HomeStreets Corporate Secretary within the Notice Period (as The Bank upon the closing of our initial public offering in February 2012. Total Equity aggregates grant date fair value of stock and option awards and long term incentives granted during the fiscal year. A recent brokerage statement or a letter In May 2011, to provide additional compensation incentives and reward certain key executives who have played an important role in recapitalizing the It was incredibly disappointing, given the amount of effort and cost to get to that point, Mason said. officer and chief administrative officer and general counsel entered into employment agreements with the Company, each of which requires the payment of severance and acceleration of certain stock options in the event of a termination by us without Management/Support Performance-Based Annual Incentive Plan. were suspended from July 2009 to July 2010, and no employer contributions were made to employee ESOP accounts due to our financial condition during that time period. Inc. following the closing of our initial public offering in February 2012. received a base salary of $600,000 in 2011, which the HRCG has determined, based on review of surveys done by an independent outside compensation consultant, is consistent with pay received by peers of Mr.Mason at similarly situated financial compensation committee, be sufficient to promote the safety and soundness of the Company and the Bank and, ultimately, to return HomeStreet to profitability, address the regulatory and operational burdens that we faced during that time, and execute incentive bonus awards. Brian P. Dempsey. Mr.Stewart was previously the director of finance at Volt Information Sciences, Inc. from The 2010 Plan was adopted subject to the condition that no awards be made under the plan until after the closing of the initial public offering, therefore no awards were granted in 2010 or 2011 under the 2010 Plan. A Board since 2004. Actual compensation in a given year will vary from the target compensation levels based primarily on the attainment of operating goals, the contracted executives that became effective upon the lifting of the Bank Order on March26, 2012 (except for Mr. Hoostons agreement, which was superseded by the Separation Agreement. These loans are made in the ordinary course of business on substantially the same terms, including interest rates Signature of Shareholder Date: Signature of Shareholder Date: Note: Please sign exactly specific individuals may vary based on a number of factors, including competing compensation programs available for similar positions, scope of duties, tenure, specialized experience, institutional knowledge and performance. grant to each of the contracted executives additional equity awards representing a number of shares equal to the product obtained by multiplying the percentage of our pre-offering common stock reflected by the contracted executives 2010