ISBC 2017 Form 10-K & 2018 Proxy Statement

29 December 31, 2017 be included in Investors Bancorp’s Annual Report on Form 10-K for filing with the SEC. In addition, the Audit Committee approved the re-appointment of KPMG LLP as the independent registered public accounting firm for the year ending December 31, 2018, subject to the ratification of this appointment by the stockholders of Investors Bancorp. Audit Committee of Investors Bancorp, Inc. Robert C. Albanese, Chair William V. Cosgrove, Member Brian D. Dittenhafer, Member James H. Ward III, Member Doreen R. Byrnes, Member Michele N. Siekerka , Member Compensation and Benefits Committee Matters Compensation and Benefits Committee Each member of the Compensation and Benefits Committee is considered independent as defined in the Nasdaq corporate governance listing rules and SEC Rule 10C-1. The Compensation and Benefits Committee’s Charter is posted on the “Governance Documents” section of the “Investor Relations” page of the Investors Bank’s website at www.investorsbank.com . As noted in the Compensation and Benefits Committee Charter, the purpose of the committee is to assist the Board in carrying out the Board’s overall responsibility relating to executive compensation, incentive compensation and equity and non-equity based benefit plans. In furtherance of this purpose, this committee, among other things, shall: • Review and recommend to the Board for approval the Chief Executive Officer’s annual compensation, including salary, cash incentive, incentive and equity compensation; • Review and recommend to the Board the evaluation process and compensation for Investors Bancorp’s executive officers and coordinate compensation determinations and benefit plans for all employees of Investors Bancorp; • Review Investors Bancorp’s incentive compensation and other equity-based plans and make changes in such plans as needed; • Review, as appropriate and in consultation with the Nominating and Corporate Governance Committee, director compensation and benefits; and • Review the independence of the Compensation and Benefits Committee members, legal counsel and compensation consultants. • Review and discuss with management and the independent registered public accounting firm, the audited net assets of the Investors Bank Employee 401(k) Plan and the financial statements of the Employee Stock Ownership Plan. In addition to these duties the committee shall assist the Board in recruiting and succession planning. The Compensation and Benefits Committee retains responsibility for all compensation decisions and recommendations to the Board of Directors as to Investors Bancorp’s executive officers. The Compensation and Benefits Committee may utilize information and benchmarks from an independent compensation consulting firm, and from other sources, to determine how executive compensation levels compare to those companies within the industry. The Compensation and Benefits Committee may review published data for companies of similar size, location, financial characteristics and stage of development among other factors. PROXY STATEMENT