CASH 2017 Proxy Statement

EXECUTIVE COMPENSATION Grants of Plan Based Awards The following table sets forth information concerning stock awards made during the fiscal year ended September 30, 2017, for the Company’s named executive officers. Estimated Possible Payouts Under Non-Equity Incentive Plan Awards (1) Estimated Future Payouts Under Equity Incentive Plan Awards All Other Stock Awards: Number of Shares of Stock Units Grant Date Fair Value of Stock and Option Awards Target Maximum Threshold Target Maximum Name Grant Date ($) ($) (#) (#) (#) (#) ($) (2) J. Tyler Haahr 10/11/16 (3) 3,615 7,229 10,846 719,933 11/16/16 89,156 (4) 7,992,835 1/1/17 10,844 (4) 1,115,848 1/23/17 750 (5) 76,800 386,531 581,250 Bradley C. Hanson 10/11/16 (3) 3,615 7,229 10,846 719,933 11/16/16 89,156 (4) 7,992,835 1/1/17 10,844 (4) 1,115,848 1/23/17 750 (5) 76,800 386,531 581,250 Glen W. Herrick 10/11/16 (3) 1,197 2,394 3,591 238,406 12/2/16 60,000 (4) 5,397,000 224,910 337,365 Sheree Thornsberry 9/25/17 10,000 (6) 747,000 Cynthia Smith 10/11/16 (3) 706 1,412 2,118 140,680 (1) Represents cash incentive award pursuant to the executive’s employment agreement, as discussed above in “Compensation Discussion & Analysis for Fiscal Year 2017 – Cash Incentive Awards.” There are no threshold payouts for these awards. (2) Awards reflect the aggregate grant date fair value of awards. The assumptions used in the calculation of these amounts are disclosed in Note 11 to our Consolidated Financial Statements included in our fiscal 2017 Annual Report on Form 10-K. (3) Represents equity incentive awards paid in shares of restricted stock on October 11, 2016 with respect to the fiscal year ended September 30, 2016, one-third of such award vested on each of October 11, 2016 and 2017, and one-third of such award vests on October 11, 2018. These awards were granted pursuant to the Company’s program of incentive compensation discussed in the “Compensation Discussion & Analysis for Fiscal Year 2016 – Equity Incentive Awards” section of the Company’s fiscal year 2016 proxy statement. With respect to Ms. Smith, as a result of her separation from the Company in August 2017, a total of 1,412 of the shares she was awarded with respect to the fiscal year ended September 30, 2016 were forfeited back to the Company. (4) Represents restricted stock award granted in connection with executive’s entry into an employment agreement. One-eighth of these shares vested on October 1, 2017, and one-eighth vest on each of October 1, 2018, 2019, 2020, 2021, 2022, 2023, and 2024, in each case, subject to the executive maintaining continuous service through such eight-year performance period and certain performance goals are satisfied for each measurement period during the performance period. There are no threshold or maximum payouts for these awards. The performance targets and vesting provisions for these awards are discussed above in “Compensation Discussion & Analysis for Fiscal Year 2017 – Special Incentive Awards.” (5) These shares vested immediately on January 23, 2017. (6) One quarter of these shares vest on December 24, 2017, and the remaining three quarters vest in equal increments on each September 25, 2018, 2019, and 2020. Meta Financial Group, Inc. | 2017 Proxy Statement 33