Board Justification

The executive compensation philosophy is to align the interests of executive officers with those of the shareholders by rewarding performance for implementing the Company’s various strategies, with the ultimate goal of improving long-term shareholder value.

Board Justification

Signing bonus of $100,000 under his employment agreement requiring repayment if he voluntarily terminated within six months of the employment start date.

Board Justification

Includes perquisites and company 401(k) match.

Board Justification

Time-based RSUs granted in connection with his appointment as President and Chief Banking Officer, which vest in three equal installments from the anniversary of the date of grant.