Maryland
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1-33796
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26-0630461
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(State or Other Jurisdiction
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(Commission
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(IRS Employer
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of Incorporation)
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File Number)
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Identification No.)
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520 Madison Avenue, 32nd Fl
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New York, New York
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10022
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(Address of principal executive offices)
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(Zip Code)
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Exhibit 10.1
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Amendment No. 2 to the Employment Agreement between Chimera Investment Corporation and Matthew Lambiase, effective as of March 31, 2016
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Exhibit 10.2
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Amendment No. 2 to the Employment Agreement between Chimera Investment Corporation and Choudhary Yarlagadda, effective as of March 31, 2016
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Exhibit 10.3
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Amendment No. 2 to the Employment Agreement between Chimera Investment Corporation and Mohit Marria, effective as of March 31, 2016
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Exhibit 10.4
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Amendment No. 2 to the Employment Agreement between Chimera Investment Corporation and Robert Colligan, effective as of March 31, 2016
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Chimera Investment Corporation
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By:
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/s/ Rob Colligan
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Name:
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Rob Colligan
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Title:
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Chief Financial Officer
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1.
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Amendment to Agreement . |
2.
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Effective Date of Amendment; Ratification and Confirmation . |
3.
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Governing Law . |
CHIMERA INVESTMENT CORPORATION | |||
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By:
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/s/ Robert Colligan | |
Name: Robert Colligan | |||
Title: Chief Financial Officer | |||
MATTHEW LAMBIASE | |||
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By:
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/s/ Matthew Lambiase | |
Name: Matthew Lambiase |
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January 1, 2016 through December 31, 2016
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January 1, 2017 through December 31, 2017
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January 1, 2018 through December 31, 2018
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50%
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of the Annual Bonus will be payable based on the Company’s return on average equity (“
ROAE
” and such portion of the Annual Bonus, the “
ROAE Bonus
”).
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25%
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of the Annual Bonus will be payable based on the Company’s three-year total shareholder return (“
TSR
” and such portion of the Annual Bonus, the “
TSR Bonus
”) for the three year period beginning on the first day of the applicable Performance Period (the “
TSR Measurement Period
”). TSR is measured by the increase in the share price of the Company’s common stock during the relevant TSR Measurement Period by comparing the price at the end of the current period to the price at the end of the prior period, and assuming reinvestment of dividends paid, if any, on common stock during the period. Share price shall be calculated as the average of the NYSE closing prices of the Company’s common stock on the last 20 trading days of each relevant TSR Measurement Period. TSR shall be compared to that of the constituents of the NAREIT FTSE Mortgage Home Financing index, which are calculated using a 20 trading day average price. The Company’s stock price, and any companies that are not in the index at the beginning and end of the relevant TSR Measurement Period, shall be excluded from the TSR calculation for the index, provided that a company that ceases to be included in the index due to its bankruptcy, insolvency, or voluntary liquidation will continue to be included in the TSR calculation for the index and will automatically be included as the lowest performing company in the index.
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25%
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of the Annual Bonus will be payable at the discretion of the Committee (such portion of the Annual Bonus, the “
Discretionary Bonus
”).
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The
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“
ROAE Target
” will be the greater of (x) the 2 Year Treasury Rate + 400 basis points or (y) 14%; provided that the ROAE Target will not exceed 16%.
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The
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“
2 Year Treasury Rate
” will be calculated as the average of the weekly 2 year Treasury note rates published in the U.S. Federal Reserve H.15 Report for the 52 weeks in the Performance Period.
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ROAE Achieved
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Percentage of ROAE Target
Payable
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0% to 10%
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0% to 50% by linear
interpolation
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12%
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75%
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14%
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100%
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16%
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125%
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18%
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150%
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Three-Year TSR
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Percentage of Target PSUs
Vesting and
Payable
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Less than 25
th
Percentile
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0%
|
25
th
Percentile
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50%
|
50
th
Percentile
|
100%
|
75
th
Percentile
|
150%
|
1.
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Amendment to Agreement
.
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2.
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Effective Date of Amendment; Ratification and Confirmation
.
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3.
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Governing Law
.
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CHIMERA INVESTMENT CORPORATION | |||
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By:
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/s/ Matthew Lambiase | |
Name: Matthew Lambiase | |||
Title:President and Chief Executive Officer | |||
CHOUDHARY YARLAGADDA | |||
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By:
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/s/ Choudhary Yarlagadda | |
Name: Choudhary Yarlagadda |
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January 1, 2016 through December 31, 2016
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January 1, 2017 through December 31, 2017
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January 1, 2018 through December 31, 2018
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50%
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of the Annual Bonus will be payable based on the Company’s return on average equity (“
ROAE
” and such portion of the Annual Bonus, the “
ROAE Bonus
”).
|
25%
|
of the Annual Bonus will be payable based on the Company’s three-year total shareholder return (“
TSR
” and such portion of the Annual Bonus, the “
TSR Bonus
”) for the three year period beginning on the first day of the applicable Performance Period (the “
TSR Measurement Period
”). TSR is measured by the increase in the share price of the Company’s common stock during the relevant TSR Measurement Period by comparing the price at the end of the current period to the price at the end of the prior period, and assuming reinvestment of dividends paid, if any, on common stock during the period. Share price shall be calculated as the average of the NYSE closing prices of the Company’s common stock on the last 20 trading days of each relevant TSR Measurement Period. TSR shall be compared to that of the constituents of the NAREIT FTSE Mortgage Home Financing index, which are calculated using a 20 trading day average price. The Company’s stock price, and any companies that are not in the index at the beginning and end of the relevant TSR Measurement Period, shall be excluded from the TSR calculation for the index, provided that a company that ceases to be included in the index due to its bankruptcy, insolvency, or voluntary liquidation will continue to be included in the TSR calculation for the index and will automatically be included as the lowest performing company in the index.
|
25%
|
of the Annual Bonus will be payable at the discretion of the Committee (such portion of the Annual Bonus, the “
Discretionary Bonus
”).
|
ROAE Achieved
|
Percentage of ROAE Target
Payable
|
0% to 10%
|
0% to 50% by linear
interpolation
|
12%
|
75%
|
14%
|
100%
|
16%
|
125%
|
18%
|
150%
|
Three-Year TSR
|
Percentage of Target PSUs
Vesting and Payable
|
Less than 25
th
Percentile
|
0%
|
25
th
Percentile
|
50%
|
50
th
Percentile
|
100%
|
75
th
Percentile
|
150%
|
1.
|
Amendment to Agreement
.
|
2.
|
Effective Date of Amendment; Ratification and Confirmation
.
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3.
|
Governing Law
.
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CHIMERA INVESTMENT CORPORATION
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|||
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By:
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/s/ Matthew Lambiase | |
Name: Matthew Lambiase | |||
Title: President and Chief Executive Officer | |||
MOHIT MARRIA
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|||
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By:
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/s/ Mohit Marria | |
Name: Mohit Marria |
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January 1, 2016 through December 31, 2016
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January 1, 2017 through December 31, 2017
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January 1, 2018 through December 31, 2018
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50%
|
of the Annual Bonus will be payable based on the Company’s return on average equity (“
ROAE
” and such portion of the Annual Bonus, the “
ROAE Bonus
”).
|
25%
|
of the Annual Bonus will be payable based on the Company’s three-year total shareholder return (“
TSR
” and such portion of the Annual Bonus, the “
TSR Bonus
”) for the three year period beginning on the first day of the applicable Performance Period (the “
TSR Measurement Period
”). TSR is measured by the increase in the share price of the Company’s common stock during the relevant TSR Measurement Period by comparing the price at the end of the current period to the price at the end of the prior period, and assuming reinvestment of dividends paid, if any, on common stock during the period. Share price shall be calculated as the average of the NYSE closing prices of the Company’s common stock on the last 20 trading days of each relevant TSR Measurement Period. TSR shall be compared to that of the constituents of the NAREIT FTSE Mortgage Home Financing index, which are calculated using a 20 trading day average price. The Company’s stock price, and any companies that are not in the index at the beginning and end of the relevant TSR Measurement Period, shall be excluded from the TSR calculation for the index, provided that a company that ceases to be included in the index due to its bankruptcy, insolvency, or voluntary liquidation will continue to be included in the TSR calculation for the index and will automatically be included as the lowest performing company in the index.
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25%
|
of the Annual Bonus will be payable at the discretion of the Committee (such portion of the Annual Bonus, the “
Discretionary Bonus
”).
|
The
|
“
ROAE Target
” will be the greater of (x) the 2 Year Treasury Rate + 400 basis points or (y) 14%; provided that the ROAE Target will not exceed 16%.
|
The
|
“
2 Year Treasury Rate
” will be calculated as the average of the weekly 2 year Treasury note rates published in the U.S. Federal Reserve H.15 Report for the 52 weeks in the Performance Period.
|
ROAE Achieved
|
Percentage of ROAE Target
Payable
|
0% to 10%
|
0% to 50% by linear
interpolation
|
12%
|
75%
|
14%
|
100%
|
16%
|
125%
|
18%
|
150%
|
Three-Year TSR
|
Percentage of Target PSUs
Vesting and Payable
|
Less than 25
th
Percentile
|
0%
|
25
th
Percentile
|
50%
|
50
th
Percentile
|
100%
|
75
th
Percentile
|
150%
|
1.
|
Amendment to Agreement
.
|
2.
|
Effective Date of Amendment; Ratification and Confirmation
.
|
3.
|
Governing Law
.
|
CHIMERA INVESTMENT CORPORATION | |||
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By:
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/s/ Matthew Lambiase | |
Name: Matthew Lambiase | |||
Title: President and Chief Executive Officer | |||
ROBERT COLLIGAN | |||
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By:
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/s/ Robert Colligan | |
Name: Robert Colligan | |||
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January 1, 2016 through December 31, 2016
|
|
January 1, 2017 through December 31, 2017
|
|
January 1, 2018 through December 31, 2018
|
50%
|
of the Annual Bonus will be payable based on the Company’s return on average equity (“
ROAE
” and such portion of the Annual Bonus, the “
ROAE Bonus
”).
|
25%
|
of the Annual Bonus will be payable based on the Company’s three-year total shareholder return (“
TSR
” and such portion of the Annual Bonus, the “
TSR Bonus
”) for the three year period beginning on the first day of the applicable Performance Period (the “
TSR Measurement Period
”). TSR is measured by the increase in the share price of the Company’s common stock during the relevant TSR Measurement Period by comparing the price at the end of the current period to the price at the end of the prior period, and assuming reinvestment of dividends paid, if any, on common stock during the period. Share price shall be calculated as the average of the NYSE closing prices of the Company’s common stock on the last 20 trading days of each relevant TSR Measurement Period. TSR shall be compared to that of the constituents of the NAREIT FTSE Mortgage Home Financing index, which are calculated using a 20 trading day average price. The Company’s stock price, and any companies that are not in the index at the beginning and end of the relevant TSR Measurement Period, shall be excluded from the TSR calculation for the index, provided that a company that ceases to be included in the index due to its bankruptcy, insolvency, or voluntary liquidation will continue to be included in the TSR calculation for the index and will automatically be included as the lowest performing company in the index.
|
25%
|
of the Annual Bonus will be payable at the discretion of the Committee (such portion of the Annual Bonus, the “
Discretionary Bonus
”).
|
The
|
“
ROAE Target
” will be the greater of (x) the 2 Year Treasury Rate + 400 basis points or (y) 14%; provided that the ROAE Target will not exceed 16%.
|
The
|
“
2 Year Treasury Rate
” will be calculated as the average of the weekly 2 year Treasury note rates published in the U.S. Federal Reserve H.15 Report for the 52 weeks in the Performance Period.
|
ROAE Achieved
|
Percentage of ROAE Target
Payable
|
0% to 10%
|
0% to 50% by linear
interpolation
|
12%
|
75%
|
14%
|
100%
|
16%
|
125%
|
18%
|
150%
|
Three-Year TSR
|
Percentage of Target PSUs
Vesting and Payable
|
Less than 25
th
Percentile
|
0%
|
25
th
Percentile
|
50%
|
50
th
Percentile
|
100%
|
75
th
Percentile
|
150%
|