CHFC 2018 Proxy Statement
Actual Retirement Payments Payable to Mr. Ramaker The following table summarizes the actual post-retirement payments made or payable to Mr. Ramaker following his retirement with the Corporation and Chemical Bank on August 8, 2017 under his release agreement, as amended. Description Amount Salary Continuation (1) $ 2,755,322 Lump Sum Payment (2) 20,088 Additional Stipend (3) 1,377,661 Title to company car 22,575 Supplemental plan earned prior to August 31, 2016 (4) 2,032,622 Supplemental plan earned after August 31, 2016 (5) 392,443 Pension Payments made in 2017 (6) 36,000 Present Value of Future Pension Payments (7) 1,780,000 Grant Date Modification Date Strike Price Shares or Units (#) Stock Options (8) Full vesting 2/16/2016 8/9/2017 $ 32.81 32,195 455,237 Full vesting (9) 2/21/2017 8/9/2017 $ 53.72 24,299 — Time-vested Restricted Stock Units (10) Full vesting 2/22/2013 8/9/2017 2,478 116,342 Full vesting 2/18/2014 8/9/2017 2,133 100,144 Full vesting 2/27/2015 8/9/2017 2,168 101,788 Full vesting 2/16/2016 8/9/2017 2,086 97,938 Full vesting 2/21/2017 8/9/2017 1,531 71,880 Performance-based Restricted Stock Units (11) Remain Outstanding 2/27/2015 8/9/2017 20,288 952,522 Remain Outstanding 2/16/2016 — 6,389 299,964 Remain Outstanding 2/16/2016 8/9/2017 7,140 335,223 Remain Outstanding 2/21/2017 8/9/2017 9,770 458,702 Total Value of Separation Agreement $ 11,406,451 (1) Paid over 24 months, in bi-weekly payments, beginning August 2017. (2) Paid in one lump sum in August 2017. (3) Bi-Weekly payments begin in August 2019 and continue for 12 months. (4) Payable in one lump sum in March 2018, includes $134,520 in interest earned from August 31, 2016 through the payment date. (5) Payable in monthly installments, beginning March 2018, as a 50% joint and survivor annuity with 10 years certain election. (6) Paid in monthly installments in 2017. (7) Paid in monthly installments as of December 31, 2017. (8) Under Mr. Ramaker’s release agreement related to his retirement, we agreed to fully vest his stock options granted in 2016 and 2017. The valuation of these awards is based on the difference between the closing price of our common stock as reported on The NASDAQ Stock Market® at August 9, 2017 of $46.95 per share and the strike price per share. (9) As the exercise price exceeded the market value at August 9, 2017, these shares were deemed to have no value. (10) Under Mr. Ramaker’s release agreement related to his retirement, we agreed to fully-vest his TRSUs granted in 2013, 2014 and 2015 under the Stock Incentive Plan of 2012, and his TRSUs granted in 2016 and 2017 under the Stock Incentive Plan of 2015. The modified awards were granted as of August 9, 2017 and included corresponding dividend equivalent units earned since the original grant dates. This amount represents the fair value as of the August 9, 2017 modification date of the 2013, 2014, 2015, 2016 and 2017 TRSU awards, computed using our NASDAQ Stock Market® common stock price at August 9, 2017 of $46.95 per share. 58
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