CASH 2017 Proxy Statement

EXECUTIVE COMPENSATION Supplemental Employees’ Investment Plan for Salaried Employees (known as the “Benefit Equalization Plan” or “BEP”) and related Trust Agreement. This plan is an excess benefit plan that provides for employer contributions to the extent that Code Section 401(a)(17) and/or Code Section 415 limits the amounts that may be contributed to a participant’s qualified retirement plan account. Benefits payable under the BEP are designed to be taxable as ordinary income at the time of distribution. Additional details regarding the BEP are summarized in more detail under “Nonqualified Deferred Compensation Plans.” Perquisites and Other Personal Benefits The Company provides the NEOs with limited perquisites and other personal benefits that the Company and the Compensation Committee believe are reasonable and consistent with the Company’s overall compensation program to better enable it to attract and retain superior employees for key positions. The Compensation Committee periodically reviews the levels of perquisites and other personal benefits provided to NEOs. Attributed costs of the perquisites and personal benefits for the NEOs for fiscal 2017 are included in the “Summary Compensation Table” below. The costs shown are for personal use of a Company-provided automobile (based on mileage driven and depreciation), life insurance premiums, personal use of a Company- paid country club membership and gift cards, and are taxable income to the NEOs who received those perquisites and personal benefits. The Company generally receives a corresponding compensation deduction (subject to the limitations of Code Section 162(m), as described above). Post-Employment: Change in Control and Severance Arrangements Under the terms of the Company’s equity-based compensation plans and employment agreements, as applicable, the NEOs are entitled to payments and benefits upon the occurrence of specified events, including termination of employment and upon a change in control of the Company. The specific terms of these employment agreements, as well as an estimate of the compensation that would have been payable had they been triggered as of 2017 fiscal-year end, are described in the section entitled “Potential Payments Upon Termination or Change in Control.” In the case of each of the employment agreements for Messrs. Haahr, Hanson, and Herrick, the terms of these arrangements was negotiated through arms-length negotiations with each of these executive officers. As part of these negotiations, the Compensation Committee analyzed the terms of the same or similar arrangements for comparable executive officers by some of the Company’s market competitors. This approach was used by the Compensation Committee in setting the amounts payable and the events triggering payments under the employment agreements. The severance and change in control payment provisions in the employment agreements are designed to address competitive concerns regarding retaining Messrs. Haahr, Hanson, and Herrick, as many market competitors provided these benefits and, prior to adopting these employment agreements, these executive officers did not have similar protections. Compensation Risk Analysis During 2017, the Compensation Committee reviewed the Company’s compensation practices to ensure that the Company’s compensation structure, as designed and executed, does not motivate excessive risk-taking that could adversely impact the long-term value of the Company. After conducting the review, the Compensation Committee concluded that the Company’s incentive programs do not motivate or encourage unnecessary or excessive risk-taking. This conclusion reflected a review of various factors, such as fostering an appropriate risk management culture. The Compensation Committee will continue to review and monitor its compensation programs to ensure that they continue to not motivate excessive risk-taking that could adversely impact the long-term value of the Company. 30 Meta Financial Group, Inc. | 2017 Proxy Statement