CASH 2017 Proxy Statement

EXECUTIVE COMPENSATION Additionally, Executive equity awards relating to fiscal 2017 were granted on October 11, 2017. Equity awards under the 2002 Plan are subject to approval by the Compensation Committee, are dependent on the availability of authorized shares under the 2002 Plan, and are determined in accordance with the same criteria used by the Compensation Committee and the Board of Directors in determining the award of cash incentive compensation described below. As described below, in establishing base salary and incentive compensation awards for fiscal 2017, the Compensation Committee considered historic compensation practices and compensation advice of McLagan (an Aon Hewitt Company), a compensation consulting firm. In 2013, the Compensation Committee engaged McLagan to help it develop an executive compensation philosophy and to further refine its executive compensation guidelines with a view towards encouraging and rewarding executive officers for achieving and maintaining superior levels of performance that contribute to long-term shareholder value while also complying with the federal rules and regulations governing financial institutions. The Compensation Committee considered the historic advice from McLagan, current generally available salary and compensation data, cost of living adjustments, and internal pay equity, among such other criteria, in making compensation decisions for fiscal 2017. As noted above in the section of this proxy statement labeled “Role of the Compensation Consultant,” in April 2017, the Compensation Committee engaged Mercer (US), LLC (“Mercer”), a wholly-owned subsidiary of Marsh & McLennan Companies, Inc., to update the Compensation Committee’s executive compensation guidelines for fiscal year 2018 and beyond. Fiscal Year 2017 Executive Compensation Components For fiscal 2017, the principal components of compensation for our NEOs were: • Base salary; • Annual cash incentive bonuses and equity incentive compensation; • Retirement benefits; and • Perquisites and other personal benefits. As stated above, the Board chooses to compensate the Company’s executive officers, including the Company’s NEOs, in this way because they believe such a compensation program should reward individual performance and incentivize executive officers to achieve and maintain superior levels of performance that contribute to long-term shareholder value. The executive officer compensation program is reviewed by the Compensation Committee on an annual basis and revised as considered necessary. Peer Group Considerations and the Compensation Consultant for Fiscal 2018 As noted above, the Compensation Committee previously engaged McLagan in 2013 to analyze the Company’s compensation practices and philosophy. The Compensation Committee has considered the McLagan guidance in developing and evaluating its compensation practices through the end of fiscal 2017. In its continuing effort to ensure that the Company’s compensation practices are aligned with current market practices, Mercer was engaged in April 2017 to assist the Compensation Committee in evaluating whether the key components of its executive compensation programs were competitive with comparable compensation packages provided for similar positions and roles at market competitors. Additionally, the Compensation Committee requested Mercer to assist in developing a peer group of companies that will be used to analyze the Company’s compensation practices for fiscal 2018 and beyond. The companies selected for the peer group reflect that the Company provides a significant amount of non-traditional banking services (e.g., payment processing, ATM services, prepaid cards, tax refund 24 Meta Financial Group, Inc. | 2017 Proxy Statement