EX-10.2 3 tm268693d1_ex10-2.htm EXHIBIT 10.2

Exhibit 10.2

 

Portions of this Exhibit 10.1, identified by brackets, have been excluded from this Exhibit because they are both not material and would likely cause competitive harm to the registrant if publicly disclosed. Such information will be disclosed as, if and when required pursuant to Item 402 of Regulation S-K.

 

Appendix A

 

Short-Term Incentive Plan

2026 Plan Year Targets and Goals

 

Incentive Targets

 

The incentive targets for the 2026 Plan year are set forth in the following table:

 

2026 Short-Term Incentive Opportunities

(% of Base Salary)

Tier Below Threshold

Threshold

(50% of Target)

Target

(100%)

Maximum

(150% of Target)

CEO 0% 15.0% 30% 45.0%
Tier I 0% 12.5% 25% 37.5%
Tier II 0% 7.5% 15% 22.5%

  

Tier I includes the following executives: Chief Financial Officer (CFO); Chief Banking Officer (CBO); Chief Credit Officer (CCO); and Chief Wealth Officer (CWO).

Tier II includes the following executive: Chief Operating Officer (COO).

 

Performance Goals

 

For Plan year 2026, the performance goals are return on average assets (ROAA), efficiency ratio, delinquencies as a percentage of total loans, and individual performance based upon the metric indicated for each position in the following table. The following table shows the performance goals at threshold, budget and maximum for Plan year 2026:

 

Performance Measures Wt. 2026 Performance Metrics

Threshold

(90% of target performance)[1]

Target

(100%)

Maximum

(110% of target performance)

ROAA 40% [_]% [_]% [_]%
Efficiency Ratio (non-GAAP) 20% [_]% [_]% [_]%
Average Delinquencies as % of total loans 20% [_]% [_]% [_]%
Individual Performance 20%      
  CEO – Corporate Net Income (millions)   $[_] $[_] $[_]
  CFO – Corporate Net Interest Margin   [_]% [_]% [_]%
  COO – Corporate Operating Leverage Ratio   [_]% [_]% [_]%
  CBO – Corporate Net Interest Margin   [_]% [_]% [_]%
  CWO – Wealth Efficiency Ratio   [_]% [_]% [_]%
 

CCO -Corporate

Loan Asset Quality

   [_]% [_]% [_]%

 

 

1 Performance goals are net of target level incentive payouts.

 

Minimum Performance Trigger

 

For Plan year 2026, the Corporation’s net income must be at least 50% of the net income goal for 2026, which is $[  ], or the Plan will not pay out any awards, regardless of the performance with respect to the award metrics.