Atlantic Capital Bancshares, Inc. (NASDAQ:ACBI) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
2020 Performance Measures Set for the STI Plan
On January 29, 2020, the Compensation Committee of the Board, to authority delegated to it by the Board, established performance goals under the Atlantic Capital Bancshares, Inc. Executive Officer Short Term Incentive Plan (the “STI Plan”) for the performance period ending December 31, 2020. The Compensation Committee selected Douglas L. Williams, Patrick T. Oakes and Richard A. Oglesby, Jr., in addition to other key employees, to participate in the STI Plan.
Performance goals established under the STI Plan for 2020 are based on (i) the Company’s ratio of non-performing assets to total assets, (ii) the Company’s pre-tax, pre-incentive operating income and (iii) certain business unit/departmental and individual performance objectives. A threshold ratio of non-performing assets to total assets must be achieved before any bonus under the STI Plan is paid, and otherwise the bonus opportunity is based upon achievement of the performance goals at threshold, target and maximum performance levels (with interpolation between the levels), with bonus amounts ranging between 20% to 60% of base salary for selected executives other than Mr. Williams and between 25% to 75% of base salary for Mr. Williams. Any bonus earned under the STI Plan for 2020 will be paid in cash.
2020 Performance Measures Set for the LTI Plan
On January 29, 2019, the Compensation Committee of the Board, to authority delegated to it by the Board, established performance metrics under the Atlantic Capital Bancshares, Inc. Executive Officer Long Term Incentive Plan (as amended and restated) (the “LTI Plan”) for the performance period January 1, 2020 – December 31, 2022 (the “2020-22 Performance Period”). The Compensation Committee selected Douglas L. Williams, Patrick T. Oakes and Richard A. Oglesby, in addition to other key employees, to participate in the LTI Plan.
Performance goals established under the LTI Plan for the 2020-22 Performance Period include: (i) three-year average earnings per share growth and (ii) three-year total shareholder return relative to the KBW Nasdaq Regional Banking Index, with each performance metric equally weighted. Bonus opportunity is based upon achievement of the given performance metric at threshold, target and maximum performance levels (with linear interpolation between the levels). No bonus will be paid for a performance metric if threshold performance for that metric is not obtained. Target bonus amounts are expressed in dollars equaling 40% of the executive’s base salary, or 50% in the case of Mr. Williams. Bonuses are subject to a maximum of 200% of the target amount. Bonuses for the 2020-22 Performance Period under the LTI Plan will be evidenced by the issuance of performance share awards under the Atlantic Capital Bancshares, Inc. 2015 Stock Incentive Plan (as amended and restated) and settled in shares of Common Stock to the extent earned.
Base Salary
Effective March 1, 2020, the base salaries of our Chief Executive Officer, Chief Financial Officer and other named executive officer have been set as follows (unchanged from fiscal year 2019):
