ISBC 2017 Form 10-K & 2018 Proxy Statement

41 For the enhanced risk management goal, there were four criteria which needed to be met. The Compensation and Benefits Committee determined that based on the information provided, the achievement of the enhanced risk management goal was assessed at 100%. Based upon the foregoing and the assessment of the Named Executive Officer’s individual performance relative to his pre-established individual goals, the Compensation and Benefits Committee approved the following annual cash incentive awards on January 22, 2018: 2017 Annual Cash Incentive Awards Bonus Guidelines Achievement Executive Officer Eligible Earnings ($) Maximum Bonus (%) Corporate Goals Individual Goals Corporate Goals Individual Goals Cash Incentive ($) Percent of Salary Kevin Cummings 1,075,000 200% 60% 40% 99% 99% 2,134,090 199% Domenick A. Cama 725,000 160% 60% 40% 99% 99% 1,151,416 159% Richard S. Spengler 465,000 120% 50% 50% 99% 50% 416,547 90% Paul Kalamaras 450,000 120% 50% 50% 99% 92% 516,510 115% Sean Burke 425,000 110% 50% 50% 99% 100% 465,864 110% Other Elements of Compensation 2015 Equity Incentive Plan At the annual meeting of stockholders held on June 9, 2015, stockholders of the Company approved the Investors Bancorp, Inc. 2015 Equity Incentive Plan (“2015 Equity Plan”). Under this plan, individuals may receive awards of Investors Bancorp common stock (restricted stock) and grants of options to purchase shares of Investors Bancorp common stock at a specified exercise price during a specified time period. The 2015 Equity Plan provides for the issuance or delivery of up to 30,881,296 shares (13,234,841 restricted stock awards and 17,646,455 stock options) of Investors Bancorp common stock. During the year ended December 31, 2017, the Company awarded 440,000 restricted stock awards and 93,800 options under the 2015 Equity Plan. None of these grants were to the CEO or COO. However, 160,000 restricted stock awards were issued to Named Executive Officers other than the CEO and COO to ensure the retention and continuity of these high-performing key executives going forward. For the year ended December 31, 2016, there were no grants to any Named Executive Officer. On June 23, 2015, Investors Bancorp granted to executive officers, employees and directors a total of 6,849,832 restricted stock awards and 11,576,611 stock options to purchase Investors Bancorp common stock. Of the 2015 grant, a total of 3,333,333 restricted stock awards and 4,453,331 stock options were awarded to Named Executive Officers. As a result of these grants, the CEO’s total beneficial stock ownership of Investors Bancorp stock was 0.9% of common stock outstanding on that date. The Compensation and Benefits Committee reviewed comparable levels of beneficial stock ownership among the CEOs of the Company’s peer comparator group, which showed an average of 1.4% shares outstanding per CEO. The 2015 grant of stock awards was effective in increasing the CEO’s potential for additional stock ownership and thereby reinforcing his alignment of long-term economic interest with all Company stockholders. The Compensation and Benefits Committee believes that officer and employee stock ownership provides a significant incentive in building stockholder value by further aligning the interests of our officers and employees with stockholders because such compensation is directly linked to the performance of Investors Bancorp common stock. This element of compensation increases in importance as Investors Bancorp, Inc. common stock appreciates in value and serves as a retention tool for executives. The inclusion of performance- vesting awards also encourages long-term strategic focus of our executives. PROXY STATEMENT