☐
|
Preliminary Proxy Statement
|
☐
|
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
|
☒
|
Definitive Proxy Statement
|
☐ | Definitive Additional Materials |
☐ | Soliciting Material Pursuant to §240.14a-12 |
☒ | No fee required. |
☐ | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
(1) | Title of each class of securities to which transaction applies: |
(2) | Aggregate number of securities to which transaction applies: |
(3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0‑11 (set forth the amount on which the filing fee is calculated and state how it was determined): |
(4) | Proposed maximum aggregate value of transaction: |
(5) | Total fee paid: |
☐ | Fee paid previously with preliminary materials. |
☐ | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
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(2) | Form, Schedule or Registration Statement No.: |
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(4) | Date Filed: |
Very truly yours,
/s/ J. TYLER HAAHR
|
|
J. TYLER HAAHR
Chairman of the Board and Chief Executive Officer
|
· | Elect two (2) directors, each for a term of three (3) years; |
· | Approve, by a non-binding advisory vote, the compensation of our “named executive officers” (a “Say-on-Pay” vote”); and |
· | Approve the amendment and restatement of the Meta Financial Group, Inc. 2002 Omnibus Incentive Plan (the “2002 Plan”) to (a) include provisions that permit certain awards thereunder to be eligible for the performance-based award exception under Section 162(m) of the Internal Revenue Code of 1986, as amended, and (b) extend the term of the 2002 Plan for an additional five years. |
By Order of the Board of Directors,
/s/ J. TYLER HAAHR
|
|
J. TYLER HAAHR
|
|
Chairman of the Board and Chief Executive Officer
|
Date:
|
January 26, 2015
|
Time:
|
1:00 p.m., local time
|
Place:
|
MetaBank
|
5501 South Broadband Lane
|
|
Sioux Falls, South Dakota
|
· | submitting a new proxy with a later date (your proxy card must be received before the start of the Annual Meeting); |
· | notifying the Corporate Secretary of Meta Financial in writing before the Annual Meeting that you have revoked your proxy (the notification must be received by the close of business on January 25, 2015); or |
· | voting in person at the Annual Meeting. |
· | those persons or entities (or group of affiliated persons or entities) known by management to beneficially own more than 5% of outstanding Meta Financial common stock; |
· | each director and director nominee of Meta Financial; |
· | each “named executive officer” of Meta Financial named in the Summary Compensation Table appearing under “Executive Compensation” below; and |
· | all of the current executive officers and directors of Meta Financial as a group. |
Name and Address of
Beneficial Owner (1)
|
Amount and
Nature of
Beneficial
Ownership
|
Percent of
Class
|
||||||
Philadelphia Financial Management of San Francisco, LLC (2)
450 Sansome Street, Suite 1500
San Francisco, CA 94111
|
581,510
|
9.39
|
%
|
|||||
ACP MFG Holdings, LLC (3)
400 Hamilton Avenue, Suite 230
Palo Alto, CA 94301
|
541,250
|
8.74
|
%
|
|||||
Wellington Management Company, LLP (4)
280 Congress Street
Boston, MA 02210
|
445,883
|
7.20
|
%
|
|||||
Second Curve Capital LLC (5)
237 Park Avenue, 9
th
Floor
New York, NY 10017
|
404,079
|
6.52
|
%
|
|||||
Named Executive Officers & Directors
|
||||||||
J. Tyler Haahr (6)
|
202,234
|
3.24
|
%
|
|||||
Bradley C. Hanson (7)
|
118,505
|
1.89
|
%
|
|||||
Rodney G. Muilenburg
|
75,861
|
1.22
|
%
|
|||||
Troy Moore III (8)
|
48,408
|
*
|
||||||
Jeanne Partlow
|
9,828
|
*
|
||||||
Glen W. Herrick
|
8,225
|
*
|
||||||
Ronald W. Butterfield (9)
|
7,715
|
*
|
||||||
Ira D. Fredericks
|
2,937
|
*
|
||||||
Frederick V. Moore
|
1,750
|
*
|
||||||
Douglas J. Hajek
|
1,567
|
*
|
||||||
Elizabeth G. Hoople
|
150
|
*
|
||||||
Directors and executive officers of Meta Financial as a group
(
11 persons) (10)
|
477,180
|
7.51
|
%
|
(1) | Except as otherwise indicated in the table, the address for each director and executive officer is c/o Meta Financial Group, Inc., 5501 South Broadband Lane, Sioux Falls, South Dakota 57108. |
(2) | This information is based on a Schedule 13F filed on November 14, 2014 for the quarter ended September 30, 2014. Philadelphia Financial Management of San Francisco, LLC had sole voting and investment power over these shares as the general partner and/or investment manager of private investment funds which own shares of Meta Financial common stock. |
(3) | This information is based on a Schedule 13G filed on January 14, 2013 by ACP MFG Holdings, LLC. The investment and voting decisions of ACP MFG Holdings, LLC are made by the members of its Board of Managers. ACP Investment Fund, L.P. (“ACP Investment Fund”) has the sole power to appoint members of the Board of Managers of ACP MFG Holdings, LLC. ACP Investment Fund GP, L.P. (“ACP GP”) is the general partner of ACP Investment Fund. ACP Investment Fund Management, LLC (“ACP Management”) is the general partner of ACP GP. The investment and voting decisions of ACP Management are made by its members, and no member holds sole control of such investment or voting decisions. |
(4) | This information is based on a Schedule 13F filed on November 14, 2014 for the quarter ended September 30, 2014 by Wellington Management Company, LLP (“Wellington Management”). Wellington Management is an investment adviser registered under the Investment Advisers Act of 1940 and in such capacity, may be deemed to share beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) over the shares held by its client accounts. |
(5) | This information is based on a Schedule 13F filed on November 13, 2014 for the quarter ended September 30, 2014 by Second Curve Capital LLC (“Second Curve”). |
(6) | Includes 49,065 shares which Mr. Haahr has the right to acquire pursuant to stock options within 60 days after the Record Date, and 87,343 shares held by a trust of which Mr. Haahr is a trustee. |
(7) | Includes 81,920 shares which Mr. Hanson has the right to acquire pursuant to stock options within 60 days after the Record Date. |
(8) | Includes 25,217 shares which Mr. Moore has the right to acquire pursuant to stock options within 60 days after the Record Date and 12,651 shares as to which Mr. Moore has reported shared ownership. |
(9) | Includes 3,119 shares which Mr. Butterfield has the right to acquire pursuant to stock options within 60 days after the Record Date. |
(10)
|
Includes shares held directly, as well as jointly with family members or held by trusts, with respect to which shares the listed individuals or group members may be deemed to have sole or shared voting and investment power. Included in the shares reported as beneficially owned by all directors and executive officers are options to acquire 159,321 shares of Meta Financial common stock exercisable within 60 days after the Record Date.
|
Name
|
Age
|
Position(s) Held in Meta Financial
|
Director
Since (1)
|
Term to
Expire
|
||||
Nominees
|
||||||||
Frederick V. Moore
|
58
|
Vice Chairman of the Board and
Lead Director
|
2006
|
2015
|
||||
Troy Moore III
|
46
|
Director, Executive Vice President of Sales and Operations
|
2011
|
2015
|
||||
Directors Remaining in Office
|
||||||||
J. Tyler Haahr
|
51
|
Chairman of the Board and Chief Executive Officer
|
1992
|
2016
|
||||
Bradley C. Hanson
|
50
|
Director, President
|
2005
|
2016
|
||||
Elizabeth G. Hoople
|
56
|
Director
|
2014(2)
|
2016
|
||||
Douglas J. Hajek
|
64
|
Director
|
2013
|
2017
|
||||
Rodney G. Muilenburg
|
70
|
Director
|
1989
|
2017
|
(1) | Includes service as a director of MetaBank. |
(2) | The Board of Directors appointed Ms. Hoople to the Board of Directors on October 27, 2014. |
Audit Committee
|
Compensation Committee
|
Nominating Committee
|
Jeanne Partlow (Chairperson)
Elizabeth G. Hoople
Frederick V. Moore
Rodney G. Muilenburg
|
Rodney G. Muilenburg (Chairperson)
Douglas J. Hajek
Elizabeth G. Hoople
Frederick V. Moore
Jeanne Partlow
|
Frederick V. Moore (Chairperson)
Douglas J. Hajek
Elizabeth G. Hoople
Rodney G. Muilenburg
Jeanne Partlow
|
· | Monitor the integrity of the Company’s financial reporting process and systems of internal controls regarding finance, accounting, and regulatory compliance; |
· | Monitor the independence and performance of the Company’s independent registered public accounting firm and internal auditing department; and |
· | Provide an avenue of communication among the independent auditors, management, the internal auditing department, and the Board of Directors. |
· | Make salary and bonus recommendations to the Board of Directors and determine the terms and conditions of employment of the officers of Meta Financial and MetaBank; |
· | Oversee the administration of our employee benefit plans covering employees generally; |
· | Administer our stock incentive plan; and |
· | Make recommendations to the Board of Directors with respect to our compensation policies and changes in year-to-year compensation packages. |
· | The Audit Committee has reviewed and discussed with the Company’s management the Company’s fiscal 2014 audited financial statements; |
· | The Audit Committee has discussed with the Company’s independent registered public accounting firm (KPMG LLP) the matters required to be discussed by Auditing Standard No. 16 - Communications with Audit Committee ; |
· | The Audit Committee has received the written disclosures and letter from the independent registered public accounting firm required by applicable requirements of the PCAOB regarding the independent registered public accounting firm’s communications with the Audit Committee concerning independence, and has discussed with the independent registered public accounting firm the independent registered public accounting firm’s independence; and |
· | Based on the review and discussions referred to in the three items above, the Audit Committee recommended to the Board of Directors that the fiscal 2014 audited financial statements be included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2014. |
· | A prorated annual retainer of $7,500 through January 27, 2014 and $9,000 thereafter for service on the Company’s Board; |
· | A prorated annual retainer of $6,500 through January 27, 2014 and $7,500 thereafter for service on the MetaBank Board; |
· | A fee of $800 for each meeting attended of the MetaBank Board through January 27, 2014 and $1,000 thereafter; |
· | A prorated annual retainer of $2,500 through January 27, 2014 and $3,000 thereafter for the chairman of the Company’s Audit Committee; |
· | A prorated annual retainer of $1,000 following January 27, 2014 for the chairman of MetaBank’s Compensation and Compliance Committees ; |
· | An annual retainer of $3,500 for directors on MetaBank’s Loan Committee; |
· | A fee of $250 for each committee meeting attended of MetaBank’s Audit, Compensation and Compliance Committees through January 27, 2014 and $350 thereafter; |
· | Restricted stock awards of 450 shares of the Company’s common stock granted on February 3, 2014, vesting immediately; and |
· | Reimbursement for out-of-pocket expenses incurred in attending Board of Directors and committee meetings. |
Name
|
Fee Earned or Paid in
Cash ($)
|
Stock Awards ($) (1)
|
Total ($)
|
|||||||||
E. Thurman Gaskill(2)
|
$
|
4,150
|
$
|
0
|
$
|
4,150
|
||||||
Douglas J. Hajek
|
$
|
36,566
|
$
|
21,391
|
$
|
57,957
|
||||||
Frederick V. Moore
|
$
|
34,050
|
$
|
17,096
|
$
|
51,146
|
||||||
Rodney G. Muilenburg
|
$
|
37,350
|
$
|
17,096
|
$
|
54,446
|
||||||
Jeanne Partlow
|
$
|
41,550
|
$
|
17,096
|
$
|
58,646
|
(1) | Awards for 2014 reflect the aggregate grant date fair value of awards. The assumptions used in the calculation of these amounts are disclosed in Note 12 to our Consolidated Financial Statements included in our fiscal 2014 Annual Report on Form 10-K. |
(2) | Mr. Gaskill’s term on the Board ended on January 27, 2014. |
· | We are committed to providing effective compensation and benefit programs that are competitive within our industry and with other relevant organizations with whom the Company and its subsidiaries compete for talent. |
· | Our compensation programs are designed to encourage and reward behaviors that ultimately contribute to the achievement of organizational goals. |
· | Pay programs and practices reinforce our commitment to providing a work environment that promotes respect, teamwork, and individual growth opportunities. |
· | Base salary; |
· | Annual cash incentive bonuses and equity incentive compensation; |
· | Retirement benefits; and |
· | Perquisites and other personal benefits |
Cash Incentive Bonus
|
Equity Incentive Compensation Stock Awards
|
|||||||||||||||||||
Name
|
Base Salary
|
Percentage of
Base Salary
|
Amount ($)
|
Percentage of
Base Salary
|
Number of
Shares
Acquired (#)
|
|||||||||||||||
J. Tyler Haahr
|
$
|
520,000
|
50
|
%
|
$
|
260,000
|
75
|
%
|
5,484
|
|||||||||||
Bradley C. Hanson
|
520,000
|
50
|
%
|
$
|
260,000
|
75
|
%
|
6,931
|
||||||||||||
Glen W. Herrick
|
225,000
|
50
|
%
|
$
|
112,500
|
55
|
%
|
3,511
|
||||||||||||
Troy Moore III
|
252,350
|
50
|
%
|
$
|
126,175
|
25
|
%
|
1,790
|
||||||||||||
Ira D. Frericks
|
210,000
|
50
|
%
|
$
|
105,000
|
25
|
%
|
1,008
|
||||||||||||
Ronald W. Butterfield
|
215,000
|
50
|
%
|
$
|
107,500
|
25
|
%
|
1,107
|
Name and
Principal Position
|
Year
|
Salary ($)
|
Stock Awards
($)(1)
|
Option
Awards
($)(1)
|
Non-Equity
Incentive Plan
Compensation ($)
|
All Other
Compensation ($)
|
Total ($)
|
|||||||||||||||||||
J. Tyler Haahr
|
2014
|
$
|
520,000
|
$
|
407,112
|
$
|
509,031
|
$
|
260,000
|
$
|
122,954
|
(3)
|
$
|
1,819,097
|
||||||||||||
Chairman of the
|
2013
|
408,446
|
322,442
|
(2)
|
159,973
|
204,224
|
97,844
|
1,192,928
|
||||||||||||||||||
Board and Chief Executive Officer
|
2012
|
396,550
|
324,539
|
(2)
|
75,220
|
198,275
|
82,493
|
1,077,077
|
||||||||||||||||||
Bradley C. Hanson
|
2014
|
$
|
520,000
|
$
|
407,121
|
$
|
477,025
|
$
|
260,000
|
$
|
109,093
|
(4)
|
$
|
1,773,239
|
||||||||||||
President
|
2013
|
360,500
|
376,619
|
(2)
|
--
|
180,250
|
81,779
|
999,148
|
||||||||||||||||||
2012
|
360,500
|
385,614
|
(2)
|
--
|
180,250
|
72,503
|
998,867
|
|||||||||||||||||||
Glen W. Herrick
|
2014
|
$
|
225,000
|
$
|
123,780
|
--
|
$
|
112,500
|
$
|
32,119
|
(6)
|
$
|
493,399
|
|||||||||||||
Executive Vice
|
||||||||||||||||||||||||||
President, Chief Financial Officer, Treasurer and Secretary (5)
|
||||||||||||||||||||||||||
Troy Moore III
|
2014
|
$
|
252,350
|
$
|
80,209
|
$
|
49
|
$
|
126,175
|
$
|
60,667
|
(7)
|
$
|
519,450
|
||||||||||||
Executive Vice
|
2013
|
252,350
|
47,654
|
4
|
63,088
|
50,671
|
413,767
|
|||||||||||||||||||
President
|
2012
|
252,350
|
73,852
|
8
|
126,175
|
55,295
|
507,680
|
|||||||||||||||||||
Ira D. Frericks
|
2014
|
$
|
210,000
|
$
|
52,519
|
--
|
$
|
105,000
|
$
|
33,536
|
(9)
|
$
|
401,055
|
|||||||||||||
Executive Vice
|
||||||||||||||||||||||||||
President and Chief
|
||||||||||||||||||||||||||
Operating Officer (8)
|
||||||||||||||||||||||||||
Ronald W.
|
2014
|
$
|
215,000
|
$
|
53,750
|
--
|
$
|
107,500
|
$
|
38,362
|
(11)
|
$
|
414,612
|
|||||||||||||
Butterfield
|
||||||||||||||||||||||||||
Executive Vice President and Chief Administrative Officer (10)
|
(1) | Awards reflect the aggregate grant date fair value of awards. The assumptions used in the calculation of these amounts are disclosed in Note 12 to our Consolidated Financial Statements included in our fiscal 2014 Annual Report on Form 10-K. |
(2) | Includes bonuses paid in fully vested shares of restricted stock on September 30, 2012 with respect to the fiscal year ended September 30, 2012, on September 30, 2013 with respect to the fiscal year ended September 30, 2013, and on September 30, 2014 with respect to the fiscal year ended September 30, 2014. For Messrs. Haahr, Hanson and Moore, includes fully vested shares of restricted stock awarded as director compensation valued at $10,764 for 2012, $16,100 for 2013 and $17,096 for 2014. |
(3) | Includes $74,795 as a Company contribution to the Benefit Equalization Plan, $12,856 as a Company contribution to the MetaBank Profit Sharing 401(k) Plan, $10,042 as a Company contribution to the Meta Financial Employee Stock Ownership Plan, $9,000 for director compensation, and personal use of company owned auto, personal portion of country club membership costs, and life insurance premiums and a gift card. |
(4) | Includes $75,438 as a Company contribution to the Benefit Equalization Plan, $12,856 as a Company contribution to the MetaBank Profit Sharing 401(k) Plan, $10,042 as a Company contribution to the Meta Financial Employee Stock Ownership Plan, $9,000 for director compensation, and life insurance premiums and a gift card. |
(5) | Mr. Herrick first became an executive officer on October 1, 2013. |
(6) | Includes $12,856 as a Company contribution to the MetaBank Profit Sharing 401(k) Plan, $10,042 as a Company contribution to the Meta Financial Employee Stock Ownership Plan, $7,502 as a Company contribution to the Benefit Equalization Plan, and life insurance premiums and a gift card. |
(7) | Includes $15,641 as a Company contribution to the Benefit Equalization Plan, $12,856 as a Company contribution to the MetaBank Profit Sharing 401(k) Plan, $10,042 as a Company contribution to the Meta Financial Employee Stock Ownership Plan, $9,000 for director compensation, and personal use of company owned auto, personal portion of country club membership costs, and life insurance premiums and a gift card. |
(8) | Mr. Frericks first became an executive officer on October 1, 2013. |
(9) | Includes $12,856 as a Company contribution to the MetaBank Profit Sharing 401(k) Plan, $10,042 as a Company contribution to the Meta Financial Employee Stock Ownership Plan, $9,002 as a Company contribution to the Benefit Equalization Plan, and life insurance premiums and a gift card. |
(10) | Mr. Butterfield first became an executive officer on October 1, 2013. |
(11) | Includes $12,856 as a Company contribution to the MetaBank Profit Sharing 401(k) Plan, $10,042 as a Company contribution to the Meta Financial Employee Stock Ownership Plan, $9,700 as a Company contribution to the Benefit Equalization Plan, and life insurance premiums and a gift card. |
Name
|
Grant Date
|
All Other Stock Awards: Number of Shares of Stock Units
(#)(1)
|
Grant Date Fair Value of Stock and Option Awards
($)(2)
|
|||||||
J. Tyler Haahr
|
9/30/14
|
5,484
|
$
|
193,311
|
||||||
Bradley C. Hanson
|
9/30/14
|
6,931
|
$
|
244,318
|
||||||
Glen W. Herrick
|
9/30/14
|
3,511
|
$
|
123,763
|
||||||
Troy Moore III
|
9/30/14
|
1,790
|
$
|
63,098
|
||||||
Ira D. Frericks
|
9/30/14
|
1,008
|
$
|
35,532
|
||||||
Ronald W. Butterfield
|
9/30/14
|
1,107
|
$
|
39,022
|
(1) | Represents awards of restricted stock that vested in full on the grant date. |
(2) | Awards reflect the aggregate grant date fair value of awards. The assumptions used in the calculation of these amounts are disclosed in Note 12 to our Consolidated Financial Statements included in our fiscal 2014 Annual Report on Form 10-K. |
Option Awards
|
Stock Awards
|
|||||||||||||||||||
Name
|
Number of
Securities
Underlying
Unexercised Options (#)
Exercisable (1)
|
Option Exercise
Price ($)
|
Option Expiration
Date
|
Number of Shares
or Units of Stock
That Have Not
Vested (#)
|
Market Value of
Shares or Units of
Stock That Have
Not Vested ($)(2)
|
|||||||||||||||
J. Tyler Haahr
|
2,160
|
18.870
|
9/30/15
|
|||||||||||||||||
8,940
|
24.430
|
9/29/16
|
||||||||||||||||||
7,155
|
39.840
|
9/28/17
|
||||||||||||||||||
15,766
|
16.000
|
9/30/18
|
||||||||||||||||||
8,449
|
23.010
|
9/30/19
|
||||||||||||||||||
6,595
|
31.790
|
9/30/20
|
||||||||||||||||||
Bradley C. Hanson
|
3,937
|
18.870
|
9/30/15
|
|||||||||||||||||
20,000
|
20.415
|
10/24/15
|
||||||||||||||||||
25,700
|
24.430
|
9/29/16
|
||||||||||||||||||
5,400
|
39.840
|
9/28/17
|
||||||||||||||||||
13,514
|
16.000
|
9/30/18
|
||||||||||||||||||
7,407
|
23.010
|
9/30/19
|
||||||||||||||||||
5,962
|
31.790
|
9/30/20
|
||||||||||||||||||
Glen W. Herrick
|
-
|
-
|
-
|
3,000
|
(3)
|
105,750
|
||||||||||||||
Troy Moore III
|
4,800
|
24.430
|
9/29/16
|
|||||||||||||||||
4,275
|
39.840
|
9/28/17
|
||||||||||||||||||
6,250
|
16.000
|
9/30/18
|
||||||||||||||||||
5,556
|
23.010
|
9/30/19
|
||||||||||||||||||
4,336
|
31.790
|
9/30/20
|
||||||||||||||||||
Ira D. Frericks
|
-
|
-
|
-
|
|||||||||||||||||
Ronald W. Butterfield
|
2,000
|
39.840
|
9/28/17
|
|||||||||||||||||
1,119
|
31.790
|
9/30/20
|
(1) | All of the unexercised option awards are fully vested. |
(2) | The dollar value of the awards is calculated using the closing market price of $35.25 per share of our unrestricted common stock on September 30, 2014. |
(3) | One third of these shares of time-vested restricted stock vest on each of March 29, 2015, 2016 and 2017. |
Option Awards
|
Stock Awards
|
|||||||||||||||
Name
|
Number of Shares Acquired on Exercise
(#)
|
Value
Realized
on
Exercise
($)
|
Number of Shares Acquired on Vesting
(#)
|
Value
Realized
on
Vesting
($) (1)
|
||||||||||||
J. Tyler Haahr
|
22,950
|
$
|
325,202
|
5,934
|
$
|
210,407
|
||||||||||
Bradley C. Hanson
|
20,984
|
$
|
348,905
|
7,381
|
$
|
261,413
|
||||||||||
Glen W. Herrick
|
--
|
$
|
--
|
4,511
|
$
|
149,433
|
||||||||||
Troy Moore III
|
8,812
|
$
|
178,049
|
2,240
|
$
|
80,193
|
||||||||||
Ira D. Frericks
|
--
|
$
|
--
|
1,008
|
$
|
35,532
|
||||||||||
Ronald W. Butterfield
|
--
|
$
|
--
|
1,107
|
$
|
39,022
|
(1) | Reflects the market value of the stock awards on the date of vesting, which for each of the awards equals the per share closing price of the Company’s Common Stock as reported by the NASDAQ Stock Market on the vesting date. |
Name
|
Plan Name
|
Number of
Years
Credited
Service
(#)
|
Present Value of
Accumulated
Benefit
($)(1)
|
Payments
During Last
Fiscal Year
($)(1)
|
||||||||
J. Tyler Haahr
|
MetaBank Profit Sharing 401(k) Plan
|
18 years
|
$
|
579,143
|
$
|
12,856
|
||||||
Bradley C. Hanson
|
MetaBank Profit Sharing 401(k) Plan
|
10 years
|
$
|
329,532
|
$
|
12,856
|
||||||
Glen W. Herrick
|
MetaBank Profit Sharing 401(k) Plan
|
2 years
|
$
|
37,710
|
$
|
12,856
|
||||||
Troy Moore III
|
MetaBank Profit Sharing 401(k) Plan
|
18 years
|
$
|
397,988
|
$
|
12,856
|
||||||
Ira D. Frericks
|
MetaBank Profit Sharing 401(k) Plan
|
7 years
|
$
|
164,919
|
$
|
12,856
|
||||||
Ronald W. Butterfield
|
MetaBank Profit Sharing 401(k) Plan
|
10 years
|
$
|
356,287
|
$
|
12,856
|
||||||
J. Tyler Haahr
|
Meta Financial Group, Inc. Employee Stock Ownership Plan
|
18 years
|
$
|
612,259
|
$
|
10,042
|
||||||
Bradley C. Hanson
|
Meta Financial Group, Inc. Employee Stock Ownership Plan
|
10 years
|
$
|
126,087
|
$
|
10,042
|
||||||
Glen W. Herrick
|
Meta Financial Group, Inc. Employee Stock Ownership Plan
|
2 years
|
$
|
2,040
|
$
|
10,042
|
(2)
|
|||||
Troy Moore III
|
Meta Financial Group, Inc. Employee Stock Ownership Plan
|
18 years
|
$
|
379,718
|
$
|
10,042
|
||||||
Ira D. Frericks
|
Meta Financial Group, Inc. Employee Stock Ownership Plan
|
7 years
|
$
|
51,521
|
$
|
10,042
|
||||||
Ronald W. Butterfield
|
Meta Financial Group, Inc. Employee Stock Ownership Plan
|
10 years
|
$
|
105,406
|
$
|
10,042
|
(1) | Certain information concerning the assumptions used in the calculation of these amounts is disclosed in Note 11 to our Consolidated Financial Statements included in our fiscal 2014 Annual Report on Form 10-K.. |
(2) | Of this amount, as of the date of this proxy, only $2,040 has vested. |
Douglas J. Hajek
|
Elizabeth G. Hoople
|
Frederick V. Moore
|
Rodney G. Muilenburg
|
Jeanne Partlow
|
· | options; |
· | stock appreciation rights, or SARs; |
· | restricted stock; and |
· | performance awards. |
· | earnings before any or all of interest, tax, depreciation or amortization (actual and adjusted and either in the aggregate or on a per-share basis); |
· | earnings (either in the aggregate or on a per-share basis); |
· | net income or loss (either in the aggregate or on a per-share basis); |
· | operating profit; |
· | cash flow (either in the aggregate or on a per-share basis); |
· | free cash flow (either in the aggregate or on a per-share basis); |
· | costs; |
· | gross revenues; |
· | reductions in expense levels; |
· | operating and maintenance cost management and employee productivity; |
· | share price or total stockholder return (including growth measures and total stockholder return or attainment by the shares of a specified value for a specified period of time); |
· | net economic value; |
· | economic value added; |
· | aggregate product unit and pricing targets; |
· | strategic business criteria, consisting of one or more objectives based on meeting specified revenue, market share, market penetration, geographic business expansion goals, asset quality, objectively identified project milestones, production volume levels, cost targets, and goals relating to acquisitions or divestitures; |
· | achievement of objectives relating to diversity, employee turnover, regulatory compliance or other internal business items; |
· | results of customer satisfaction surveys; and/or |
· | debt ratings, debt leverage and debt service. |
Fiscal Year
|
Audit Fees ($)
|
Audit-Related Fees ($)
|
Tax Fees ($)
|
All Other Fees ($)
|
||||||||||||
2014
|
$
|
369,000
|
$
|
112,350
|
$
|
122,775
|
$
|
0
|
||||||||
2013
|
308,000
|
194,800
|
89,150
|
0
|
3A.
|
Compliance With Section 162(m) of the Code
.
|
4.
|
Shares Subject to Plan
.
|
5.
|
Awards
.
|
6.
|
Termination of Service
.
|