CHFC 2018 Proxy Statement

advance of the deferral of their compensation, when the funds will be distributable. The aggregate balances of the participants are distributable, as designated by each participant, during January of the calendar year following the calendar year in which any of the following occur: the participant’s termination of employment; a change in control; the participant’s death or disability; an unforeseeable emergency; or at a specified time, as determined by the participant. The DC Plan provides for distributions to be made in a lump-sum amount, five-year installments or ten-year installments, as elected by the participant. For Mr. Ramaker, his Deferred Compensation benefit payments will begin o n the first payroll period of the seventh month after his retirement to comply with Internal Revenue Code Section 409a regulations. 2017 Nonqualified Deferred Compensation The following table provides information concerning nonqualified deferred compensation for the named executive officers as of and for the year ended December 31, 2017: Name Executive Contributions in Last FY (1) Company Contributions in Last FY Aggregate Earnings in Last FY (2) Aggregate Withdrawals/ Distributions Aggregate Balance at Last FYE (3) David T. Provost $ — $ — $ 79,731 $ — $ 462,747 Dennis L. Klaeser — — 551,461 — 3,909,913 Gary Torgow — — 5,122 — 1,251,725 Thomas C. Shafer 65,000 — 39,601 — 399,409 Robert S. Rathbun 43,200 — 4,046 — 47,246 David B. Ramaker 307,692 — 171,805 — 1,166,639 Supplemental Plan (4) — — 105,908 — 2,032,622 (1) Amounts included in this column are included in the "Salary" column in the Summary Compensation Table. (2) Amounts included in this column are not included in the Summary Compensation Table with the exception of $25,379 of the aggregate earnings of Mr. Ramaker under the Supplemental Plan considered to be preferential earnings and reported in the Summary Compensation Table as "Change in Pension Value and Nonqualified Deferred Compensation Earnings." (3) The aggregate balance at last fiscal year-end shown in this column includes contributions in prior years which were reported as “Salary” and "All Other Compensation" on the Summary Compensation Table for the applicable year. For Mr. Provost, Mr. Klaeser, Mr. Torgow and Mr. Shafer, the aggregate balance at fiscal year-end includes deferred compensation directed into the Talmer Executive Deferred Compensation Plan prior to the Talmer merger. The Talmer Executive Deferred Compensation Plan was assumed by the Corporation as part of the merger. Contributions for Mr. Ramaker of $608,978 have previously been reported as “Salary” and $1,898,082 have previously been reported as "All Other Compensation." For Mr. Ramaker, the amount reflected in this column includes his balance under the Deferred Compensation Plan and the benefit formerly owing Mr. Ramaker under the Supplemental Plan, which became payable in a lump-sum payment upon completion of the Talmer merger. Pursuant to the First Amendment to his release agreement, the Compensation Committee and the board of directors determined to delay payment of the amount owing under the Supplemental Plan to Mr. Ramaker to comply with Internal Revenue Code Section 409A, with such payments to be made on the first payroll period of the seventh month after his August 8, 2017 separation from service. (4) Represents the benefit formerly owing to Mr. Ramaker under the Supplemental Plan, which became payable in a lump-sum payment upon completion of the Talmer merger, the payment of which was delayed as described in footnote 3 above. This benefit accrues interest at an annual rate of 4.5% compounded monthly and is payable in one lump sum in March 2018. Potential Payments upon Termination or Change in Control Each of our employment agreements with Mr. Provost, Mr. Torgow, Mr. Klaeser and Mr. Shafer provide for certain severance payments upon termination of employment or a qualifying termination following a change in control of the Corporation, subject to the executive’s execution of a general release and waiver of claims against us or our affiliates. In general, except as otherwise footnoted in the table below, each of these employment agreements also govern the treatment of each executive officer's unvested equity incentive awards upon certain termination events. Each executive’s employment agreement provides that his employment may be terminated: • by either executive or us at any time or for any reason or for no reason upon not less than 30 days prior written notice; • by us for cause (as defined in the employment agreement) without prior notice; • by the executive for good reason (as defined in the employment agreement) with prior written notice; and • upon executive’s death or if executive is disabled (as defined in the employment agreement). 52