Market Exclusive

CoBiz Financial Inc. (NASDAQ:COBZ) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

CoBiz Financial Inc. (NASDAQ:COBZ) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Adoption of Long-Term Incentive Compensation Package

On January 17, 2018, the Compensation Committee (the “Committee”) of the Board of Directors of CoBiz Financial Inc. (the “Company”) adopted a new long-term incentive (“LTI”) component to the compensation packages of such of the Company’s executive officers as determined from time to time in the discretion of the Committee.Under the LTI, each participating executive is awarded performance stock units (the “PSUs”) with vesting based on the attainment of corporate performance goals beginning January 1, 2018 and ending December 31, 2020 (the “Performance Period”).Upon vesting, each PSU will be exchanged for one share of the Company’s common stock. Each of the LTI awards are subject to the terms and conditions of the Amended and Restated CoBiz Financial Inc. 2005 Equity Incentive Plan (the “Plan”).

The LTI awards are subject to two performance goals: (1) average annual earnings per share growth (“EPS Growth”); and (2) average annual return on assets growth (measured relative to a peer group of the Company) (“ROA Growth”).Awards will be granted at specified target levels (the “Target”), with performance dictating the amount of the award that will vest (if any) upon completion of the Performance Period.If performance does not satisfy the specified threshold for EPS Growth and ROA Growth (each, a “Threshold”), no portion of the award will vest.If performance satisfies each Threshold criteria, then the percentage on the schedule below at the intersection of the EPS Growth performance and the ROA Growth performance will be the percentage of the award that will vest (i.e., between 50% and 150% of the award will vest depending on EPS Growth performance and ROA Growth Performance).Performance in between Threshold and Target, and Target and Maximum levels, will result in pro-rata vesting based on a straight-line interpolation of the results.

EPS – average annual growth

Percentage of Target PSUs Earned

Max

15

%

0

%

100

%

115

%

125

%

138

%

150

%

13.5

%

0

%

88

%

103

%

113

%

125

%

138

%

Target

12

%

0

%

75

%

90

%

100

%

113

%

125

%

10

%

0

%

65

%

80

%

90

%

103

%

115

%

Threshold

9

%

0

%

50

%

65

%

75

%

88

%

100

%

< 9

%

0

%

0

%

0

%

0

%

0

%

0

%

Average annual ROA growth relative to peer group- by percentile

<25th

25th -40th

41st-60th

61st-75th

76th-90th

>90th

Threshold

Unless otherwise determined by the Committee, all LTI awards are forfeited if the participating executive separates from Service (as defined in the Plan) prior to the completion of the Performance Period.Upon a change in control (as defined in the Plan), unless otherwise determined by the Committee, the Performance Period will be cut short and performance will be measured over the truncated Performance Period, with the amount of the awards vesting determined based on actual performance in the truncated Performance Period.

LTI Awards to Certain Executive Officers

On January 17, 2018, the Committee made the following LTI awards to the executive officers indicated below:

Executive Officer

Target RSU Award (in shares)

Steven Bangert

24,520

Lyne Andrich

14,712

About CoBiz Financial Inc. (NASDAQ:COBZ)
CoBiz Financial Inc. (CoBiz) is a financial holding company. The Company operates in three segments: Commercial Banking, Fee-Based Lines, and Corporate Support and Other. The Commercial Banking segment offers commercial, real estate and private banking, as well as treasury management, interest-rate hedging and depository products. The Fee-Based Lines segment offers employee benefits brokerage and consulting, insurance brokerage and wealth management services. Its subsidiary, CoBiz Bank (the Bank), is a full-service business banking institution. In Colorado, the Bank operates under the name Colorado Business Bank and has over 10 locations, including approximately nine in the Denver metropolitan area, and others in Boulder, Colorado Springs, Fort Collins and Vail. In Arizona, the Bank operates under the name Arizona Business Bank and has over five locations serving the Phoenix metropolitan area and the surrounding area of Maricopa County.

Exit mobile version