Executive and Director Compensation Trends and Best Practices And Compensation Plan Financing Options

Transcription

1 ABA & CBA Strategic Parnter Executive Compensation & BOLI Advisors PRESENTS Executive and Director Compensation Trends and Best Practices And Compensation Plan Financing Options (213) Wednesday, September 14, 2016 Los Angeles, CA Time: 9am-12:15pm The landscape surrounding total compensation practices in community banking has changed. The economic climate, increased regulation, public perception and shareholder activists have all had an impact on today s banking compensation environment. The ultimate result of these changes some by necessity, some by choice and others by regulatory force has yet to be fully determined. The one certainty is there will continue to be change. It s important to keep an eye on best practices, but ultimately to do what makes sense for your organization. This is especially true for those banks engaged in recent merger and acquisition activities and the controlling entity considers its overall executive compensation packages and how best to utilize appropriate options to retain executive talent vital to competing in today s environment. To keep you connected with today s compensation environment, the CBA is pleased to partner with Eric Johnsen, MBA, Equias Alliance, Mike Blanchard, CEO, Blanchard Consulting Group and, Dan Shumovich, Principal, RSM US LLP, and Steven Marsden, Senior Manager, RSM US LLP. Equias Alliance (Eric Johnsen and Clark Struve for the California bankers) is a CBA and ABA Strategic Partner and specializes in executive and director non-qualified benefit plan design and in using Bank Owned Life Insurance (BOLI) to help offset executive and employee benefit expenses. Blanchard Consulting Group is a compensation consulting company specializing in executive officer and board of director compensation reviews, annual and long-term incentive planning, and salary grade administration. RSM is a leading accounting firm for community banks and financial institutions Worldwide and in California and has graciously provided their conference space in the Los Angeles for a very hands-on, practical executive compensation planning exercise. We invite you to make plans now to attend this workshop designed specifically for community bank directors and executive managers, especially Presidents/CEOs, CFOs and HR managers. This seminar is provided with those banks in mind that are considering new or updated executive benefit plans and how to strategically retain key executives at their bank. To register, complete the attached registration form and submit completed form to Eric Johnsen at Equias Alliance following the instructions on the registration form. HIGHLIGHTS 1) Trends in executive and board compensation: For executives we will focus on base salaries, annual incentives, long-term incentives, and executive benefits and how to strategically develop an appropriate mix of incentives to retain your executive talent. For the board of directors, we will provide a general breakdown of the components included in director compensation packages, including meeting fees, committee fees, chairperson fees, equity, and deferred compensation.

2 2) Performance-Based Compensation Strategies for Community Banks: We will discuss the keys to having an effective and motivating annual cash incentive plan and we will share what banks are using in respect to equitybased/longer-term incentives, deferred compensation and defined benefit/serp plans. This session will also incorporate the regulatory guidelines surrounding incentive-based pay and the impact regulations are having on best practices surrounding performance-based pay programs. We will have hands-on case studies and effective, performance-driven design considerations for a comprehensive executive compensation solution. We will also run through the specific design of different annual incentive plans and how to structure incentives. 3) Executive & Director Non-Qualified Benefits and Bank-Owned Life Insurance: Non-Qualified benefit plans help banks attract, retain and reward the key employees that drive shareholder value. Bank Owned Life Insurance (BOLI) has become a proven commodity for banks across the nation to offset the cost of both non-qualified and other bank wide benefit programs. We will discuss various types of executive and director benefit plans and how BOLI can specifically be used to help your bank in offsetting employee benefit costs while implementing key-man life insurance protection on your executive team. 4) Compensation Committee Best Practices: We will provide best practices surrounding the roles of the compensation committee. We review the infrastructure of a compensation committee and the best practices surrounding how the committee should interact with bank management. 5) Accounting Implications and Trends for 2016: RSM will provide a briefing on key tax and accounting issues that may impact a bank s decisions about executive compensation, stock plans and BOLI investments. WHO SHOULD ATTEND? Compensation Committee Chairs, CEO, CFO, and Human Resource Directors will all benefit from this program. SCHEDULE: 9-9:10am 9:10-9:30am 9:30-10:30am 10:30-10:45am 10:45-11:10am 11:10-11:30am 11:30am-12noon 12:00-12:15pm Trends in Executive and Director Compensation Programs Compensation Committee Best Practices Performance Based Compensation Plans Cash incentive plans and metrics, hands-on incentive plan design Equity based plans and structure, preferred equity vehicles Equity options: accounting and tax implications, industry trends Regulatory Impact on Incentive Plans and Best Practices Refreshment Break Non-Qualified Benefit Plans Deferred Compensation Plans: individual and bank contributing Supplemental Executive Retirement Plans (SERPs) and Alignment with Strategic Plan and Goals Defined Benefit vs. Defined Contribution Plans Other non-qualified plans: Financing Strategies and Place of Bank Owned Life Insurance (BOLI) Accounting and Tax Updates Questions and Answers

3 SPEAKERS/FACILITATORS Michael Blanchard is the CEO of Blanchard Consulting Group. He has extensive experience in the human resources field and has conducted or supported over 500 compensation planning, market research, and organizational development projects over the past seventeen years, with over thirteen years specific to the banking industry. Mike has presented to various national and state banking associations including the American Bankers Association, the Southeastern Bank Management and Director Conference, and the Western Independent Bankers association on a variety of compensation and board governance topics. With a master s degree in advanced industrial and organizational psychology, Mr. Blanchard s experience includes advising clients on assessing total compensation, incentive planning, and performance appraisals. Eric Johnsen, MBA, is an Executive Benefits and BOLI consultant with Equias Alliance in the California office. He and Clark Struve specialize in the design, implementation, administration and ongoing evaluation of nonqualified and performance based benefit plans for bank executives and directors and BOLI programs to help finance employee benefits. Eric brings over 20 years of experience in working with senior executives and Board members for numerous industries in the areas of insurance, banking, business and strategic planning. Eric began his consulting career with Ernst & Young assisting clients in financial accounting and systems design and implementation. Equias Alliance is the strategic partner for both the CBA and the ABA in the areas of executive compensation and BOLI. Mr. Johnsen graduated from UC Davis with a bachelor s degree in health care administration, a Masters Divinity from Fuller Seminary and an MBA in Finance and Entrepreneurship from the University of Southern California. Dan Shumovich is a principal of risk advisory services and financial institution consulting leader with RSM US LLP. Dan is responsible for the delivery of risk advisory services to financial institutions and specialty finance companies, including risk assessments, internal audit, regulatory compliance, Bank Secrecy Act/anti-money laundering and commercial loan review in the West Region of RSM. Dan has more than 27 years of experience serving financial institutions and has been responsible for managing the regional risk advisory practice for financial institutions for the last 16 years. Steven Marsden is a senior manager with RSM US LLP and has over 11 years of public accounting experience. As a professional in RSM s assurance line of business, Steven dedicates all of his time serving financial institution clients. His experience with managing audits of banks has included a wide range of institutions from smaller de novo banks to larger FDICIA and SEC reporting institutions. He has advised clients on a wide range of issues including mergers and acquisitions, accounting for share based compensation, and several other issues specific to banks. Steven is a panel member of RSM s national Current Expected Credit Loss model (CECL) taskforce. Steven is also designated as one of RSM's national continuing professional education instructors. As a continuing education instructor, he is responsible for training various levels of assurance service professionals within the firm. RSM US LLP is the leading provider of audit, tax and consulting services focused on the middle market, with more than 8,000 people in 80 offices nationwide. It is a licensed CPA firm and the U.S. member of RSM International, a global network of independent audit, tax and consulting firms with more than 37,000 people in over 110 countries. In addition

4 to traditional accounting and tax services, our consulting specialists provide enterprise risk assessments, internal audit, regulatory compliance, bank secrecy act, loan review, information technology services and merger/acquisition support. PRICING Seminar is free to all invitees, but space is limited to first 15 registrants. DATE & LOCATION Wednesday, September 14, 9am-12:15pm CANCELLATION POLICY If for some reason you are unable to attend, please notify us at least seven days in advance so we are able to accommodate others who may want to attend.

5 2016 Executive and Director Compensation Trends and Best Practices Wednesday, September 14, 9am-12:15pm Registration Form Bank/Firm Mr. / Ms. Last Name Nickname (for badge) First Name Title address (required) Telephone number Street Address City, State, Zip Assistant/Preparer Name address Registration Fees No charge, but limited to first 20 registrants. Payment Information Please fax or a completed registration for to Equias Alliance at (831) A confirmation will be sent to the address provided. Each participating bank will be limited to two attendees per bank. Meeting Location Registration Questions Contact Eric Johnsen, Equias Alliance, at (831) x1 or at ejohnsen@equiasalliance.com Please prioritize the importance of the following compensation topics on a scale from 1 to 10 (1 is most important, 10 is least important) that you would most like to see covered during this seminar: Salary Administration Issues Developing a Balanced Executive Compensation Program Annual Incentive Plans: Trends, Regulations & Guidelines Senior Management Cash Incentive Plans Producer and Support Staff Incentive Plans Linking Incentives to Long-Term Performance Nonqualified Benefit Plans: SERPs, Deferred Comp, Salary Continuation Plans, Split Dollar Plans Director Compensation Trends and Compensation Compensation Committee Best Practices Use of Bank Owned Life Insurance (BOLI) to offset benefit expenses