Agenda

DAY ONE | WEDNESDAY, NOVEMBER 6

12:00 PM – 1:00 PM
Bank Compensation & Talent Conference Registration & Networking Lunch for All Attendees
Sponsored by: Newcleus

1:00 PM – 1:15 PM
Bank Compensation & Talent Conference Welcome
Al Dominick, CEO, Bank Director

1:15 PM – 1:55 PM
CEO Panel
Craig Dwight, CEO, Horizon Bank
Kenneth Mahon, President & CEO, Dime Community Bank
Moderated by: John Maxfield, Executive Editor, Bank Director
Boards are expanding their involvement in corporate strategy, but to what extent does a CEO think about the board fostering innovation — through technology, talent, knowledge and/or organizational culture — required to stay ahead amid constant disruption and competitive pressures? Hear from leading-edge CEOs from around the country as they share their experiences related to these issues.

1:55 PM – 2:35 PM
Brand, Culture and Recruiting: Enabling a Future Ready Workforce
Jonathan Rowe, Chief Marketing Officer, nCino
Recruiting top talent is a challenge every financial institution faces, and it doesn’t end with an offer letter. Growing and retaining that talent can be just as difficult, but it is a business imperative. After all, employees impact every part of an institution, every stakeholder and every bottom-line result. In this session, we share creative ways to overcome these challenges by building and upholding an authentic cultural brand and embracing new approaches to recruiting, onboarding and retaining employees.

2:35 PM – 2:50 PM
Refreshment Break

2:50 PM – 3:30 PM
Breakout Sessions (select one)

Breakout I: Retaining Top Talent in Today’s Highly Competitive and Acquisitive Environment
Kay Jarvis, Director, Human Resources, CrossFirst Bank
Katherine Mahlum, SVP, Director of Compensation, East West Bank
Moderated by: Dan Kaufman, Lead Consultant, Meridian Compensation Partners, LLC
Retaining top talent in today’s competitive environment is challenging. Whether retaining top performers or “hot” talent, responding to increased local competition or retaining talent during a merger/acquisition, it is critical to be strategic about your compensation program. This session explores how to ensure your bank’s compensation programs have the right foundational components to reinforce retention. We also discuss unique/one-time approaches to consider in special situations (e.g. merger/acquisition, turnaround).

Breakout II: Governance Best Practices for Compensation Committee Chairs
Gayle Appelbaum, Partner, McLagan
Todd Leone, Partner, McLagan
Compensation committee chairs are being asked to do more and more. Governance is the consistent theme and runs through every aspect of what they are required to do. This session focuses on the current issues such as the changes in director compensation evaluation, pay equity, board diversification, risk reviews and more.

Breakout III: Employment & CIC Arrangements – What Is Market Now?
Scott Evenson, Vice President, Pearl Meyer
Susan E. Pfautz, VP & Head of Executive Compensation, Atlantic Union Bank
Sheila Ray, Chief Talent Officer, Cadence Bank
Employment agreements and change-in-control programs can heavily influence a transaction before, during and after the event. Based on Russell 3000 banking data, this session discusses market trends, emerging ideas and how to weigh the influence of the proxy advisors’ guidelines. We also share ideas on evaluating your program design with an eye on both compliance and strategy.

3:40 PM – 4:10 PM
Top Compensation Issues Facing Compensation Committee Chairs in 2020
Dr. Pamella Dana, Director & Compensation Committee Chair, Amerant Bank
Todd Leone, Partner, McLagan
Moderated by: Al Dominick, CEO, Bank Director
As wages continue to increase amid historically low levels of unemployment, and interest rates decline, pressuring margins for some banks, compensation committees will be working harder than ever to manage compensation and benefit costs for their organizations.

4:10 PM – 4:40 PM
The Future of Executive Incentive Plans
Katherine Mahlum, SVP, Director of Compensation, East West Bank
Sarah Ramer, Vice President, Compensation Manager, First Commonwealth Bank
Moderated by: Susan O’Donnell, Partner, Meridian Compensation Partners, LLC
Incentive plan designs continue to evolve in response to regulator, shareholder and proxy advisory firm feedback. While these pressures have influenced incentive program designs, and forced homogenization of some practices, banks should reassess whether their incentive programs are appropriately aligned with their unique philosophy and business strategy. This session discusses how banks are evolving their incentive programs and provides considerations for the future.

4:40 PM – 5:10 PM
Director Pay Decisions: Risks of Self-Rewards
K.C. Klagos, Associate, Barack Ferrazzano Kirschbaum & Nagelberg LLP
Andrew K. Strimaitis, Partner, Barack Ferrazzano Kirschbaum & Nagelberg LLP
The last several years have seen an increase in attention directed toward director pay decisions, including several instances of shareholder litigation. This session reviews the significant legal standards and considerations implicated when directors make decisions with respect to their own pay, including practices that can help to support and defend such decisions if challenged.

5:10 PM – 6:10 PM
Networking Peer + Guest Reception
All attendees gather to network and enjoy conversations with their peers on the Oceanfront Lawn.

DAY TWO | THURSDAY, NOVEMBER 7

7:00 AM – 8:00 AM
Breakfast
Sponsored by: Bank Compensation Consulting

8:00 AM – 8:15 AM
Welcome
Mika Moser, President, Bank Director

8:15 AM – 8:55 AM
Building a Diversity & Inclusion Program
Gayle Appelbaum, Partner, McLagan
Judi Baggarley, SVP, Talent Management/HR, Banner Bank
Lynne Mapes-Riordan, Partner, Barack Ferrazzano Kirschbaum & Nagelberg LLP
Moderated by: Mika Moser, President, Bank Director
Diversity and inclusion should be more than just lip service, and demonstrating a commitment to diversity as a cultural tenet is increasingly important to stakeholders in the industry, from employees and customers to institutional investors. Learn how a bank can build a diversity and inclusion program that really makes a difference and results in diverse representation through all levels of the company.

8:55 AM – 9:25 AM
Breaking the Mold: Innovative Compensation Ideas
Valerie Benjamin, Chief Human Resources Officer, Five Star Bank
Sheila Ray, Chief Talent Officer, Cadence Bank
Moderated by: Laura Hay, Managing Director, Pearl Meyer
Using compensation as a powerful tool may mean veering from the most prevalent practices to create a competitive advantage. In this session, we discuss techniques that are consistent with regulatory guidance and proxy advisor guidelines. We also introduce five strategies to improve compensation ROI that optimizes financial performance and the overall productivity and effectiveness of your workforce.

9:25 AM – 9:40 AM
Refreshment Break
Sponsored by: Compensation Advisory Partners

9:40 AM – 11:10 AM
Peer Exchange Sessions
Bank Director breaks up the banker audience into small peer groups. These groups of similar attendees meet in closed-door, off-the-record peer sessions for candid discussions specific to their roles, responsibilities and shared interests.

Compensation Committee Chairs and Members may discuss topics such as:

• What is the trajectory for young talent in your organization? Is your board helping to set expectations to develop young people with management potential? If so, how is the board doing it?
• How is your board addressing talent management and succession planning matters?
• Has compensation been a barrier to adding board directors?
• Do you have an emergency succession plan in place in the event of a sudden departure of your CEO or other key role on the senior team?
• What new regulations does your committee find to be the most troublesome in the area of compensation?
• Does your board use a committee rotation process so that every member’s committee assignments are changed periodically?

Human Resources Officers may discuss topics such as:

• How do you use discretion as part of your incentive programs?
• What methodologies do you use to implement merit increases without performance ratings across the organization?
• How does the changing role of the branch and the shift towards greater reliance on digital channels for distribution impact your hiring decisions? As the branch focuses less on transactional activity and more on providing advice, what are the different skill sets you are looking for in new hires?
• Do you currently conduct an annual risk review of all incentive plans in a coordinated effort between HR, risk, audit and finance?
• How do you balance your duty to the board and your duty to senior management, and how do you handle conflicts between the two when they arise?
• What resources are you using for ongoing training for your staff at the bank?

11:10 AM – 12:10 PM
Networking Lunch

12:10 PM – 1:40 PM
Peer Exchange Sessions
Bank Director breaks up the banker audience into a new set of small peer groups. These groups of similar attendees meet in closed-door, off-the-record peer sessions for candid discussions specific to their roles, responsibilities and shared interests.

Compensation Committee Chairs and Members may discuss topics such as:

• How often does the board review the CEO’s performance? Do other members of senior management receive performance reviews? What is the process for these reviews?
• With regard to gender pay equality, is your bank analyzing both general and executive level positions? What are the factors that you are considering that could explain the pay differential (i.e., geography, performance appraisals, etc.)?
• What compensation components are used to pay directors at your bank?
• What metrics have you built into your short- and long-term incentive plans?
• Does your compensation committee work with the board’s audit/risk committee to make a determination on compensation risk, and how does that process work?
• Does your bank have anti-hedging or pledging policies? Do you have clawback policies? What are the provisions in these policies?

Human Resources Officers may discuss topics such as:

• What are the biggest challenges your bank is having with executive compensation (i.e., retention, pay for performance, market competitive pay, risk regulations)?
• What is the status of gender pay equality at your bank? Are you analyzing your current situation now, or do you plan to do so in the next 12 months?
• How do you and your staff support the compensation committee?
• Does your bank have a management succession plan, including one for the CEO, in place, and if so, what does it entail?
• What types of performance measures do you use in your incentive plans for executives in your bank? What about for non-executives at your bank?
• What comparative data do you use to guide salary decisions throughout your organization at all levels?

1:50 PM – 2:05 PM
Your Take on Compensation Trends
Flynt Gallagher, President, Compensation Advisors: powered by Newcleus
Mika Moser, President, Bank Director
During this interactive session, we gauge the audience’s opinions regarding compensation practices, leadership development, growth plans and talent acquisition.

2:05 PM – 2:45 PM
Creating a Workplace of Excellence for All Generations
Cathy Cooper, EVP, Retail Banking Group Manager, Washington Federal, Inc.
Ann M. Knutson, SVP, Human Resources Director, First Bank Financial Centre
Allison Sagraves, Chief Data Officer, M&T Bank
Moderated by: Terrie Spiro, President & CEO, Cecil Bank
The workforce is comprised of many different generations: from Baby Boomers and Millennials to Gen X’ers and even Gen Z’ers. But the overall culture of an individual company can be defined by those at the top. This panel, comprised of bankers from outstanding financial institutions across the country, discusses what their banks’ leaders do to create a workplace of excellence.

2:45 PM – 3:00 PM
Refreshment Break
Sponsored by: Blanchard Consulting Group

3:00 PM – 3:40 PM
Breakout Sessions (select one)

Breakout I: Beyond Cash Compensation
Mike Blanchard, CEO, Blanchard Consulting Group
Matt Brei, President, Blanchard Consulting Group
Rhonda Gatons, SVP, Chief Human Resources Officer, First Mid Bank & Trust
This session focuses on both compensation and non-compensation related benefits and perquisites offered to employees throughout your bank. We start with typical long-term incentives and benefits offered to executives. Next, we discuss other benefits such as PTO, tuition reimbursement, flexible work schedules and other non-compensatory benefits for all other employees.

Breakout II: Pay Equity & Job Architecture – A How To Guide
Barbara Archer, VP, Head of Compensation, Atlantic Union Bank
Katrina Gerenz, Associate Partner, McLagan
M. Theresa Schwartzer, EVP & Chief Human Resources Officer, Univest Financial Corporation
Pay equity continues to be an area of focus from your employees to your board members. Effectively aligning performance and reward programs in the context of a well-designed job structure allows companies to attract, engage and retain top talent. In this session, we explore how your job structure supports pay equity, your business goals, improves employee effectiveness, allows you to better compete in the market and aligns performance and reward.

Breakout III: Aligning Executive Compensation with Performance: Approaches to Measuring Success
Marcela Alonso, Director & Compensation Committee Chair, City National Bank of Florida
Michael Bonner, Senior Associate, Compensation Advisory Partners
Kelly Malafis, Founding Partner, Compensation Advisory Partners
Javier Sanchez, EVP, Chief Compensation Officer, City National Bank of Florida
Public companies and privately-held businesses may have different shareholder bases, but are both competing for top talent. This panel of experts in public and private-company compensation shares their experiences in designing executive compensation programs that align with performance and overall value creation. They also discuss the pros and cons of using financial measures vs strategic priorities vs value-based measures to create compensation program designs that drive the bank’s business strategy.

3:50 PM – 4:30 PM
Point/Counterpoint Debate
Jeff Fairchild, Senior Compensation Consultant, Compensation Advisors: powered by Newcleus
Susan Rector, Compensation Committee Chair, Peoples Bancorp Inc.
Kathy Smith, Principal, Bank Compensation Consulting
Moderated by: Al Dominick, CEO, Bank Director
Leading – and opinionated – experts join Bank Director’s CEO, Al Dominick, for a spirited discussion related to the most interesting and polarizing issues regarding compensation and talent!

4:30 PM – 5:30 PM
Networking Peer + Guest Reception
Sponsored by: Blanchard Consulting Group

DAY 3 | FRIDAY, NOVEMBER 8, 2019

7:00 AM – 8:00 AM
Breakfast

8:00 AM – 8:15 AM
Welcome
John Maxfield, Executive Editor, Bank Director

8:15 AM – 8:45 AM
Monetizing Customer Experience Takes Talent
Paul Berg, Senior Managing Consultant, Finance Practice, Gallup, Inc.
Banks make substantial investments – often millions of dollars – in designing and delivering a great customer experience (CX). Yet, Gallup finds they fail to monetize over 80% of the opportunity. Everyone in the bank has a CX that should be monetized, whether they’re customer-facing or not. Learn about the importance of top talent in optimizing your return on CX, as well as how to accelerate other key strategic outcomes, like D&I, through a talent-based approach.

8:55 AM – 9:35 AM
Breakout Sessions (select one)

Breakout I: Long-term Incentive Plan Evolution – Where Are We 10 Years After Say-on-Pay?
Greg Camarco, Associate Partner, Executive Compensation, McLagan
Bryan Lemke, Director, Regional & Community Banking, McLagan
From vehicle prevalence to performance share metrics and measurement, to external stakeholder influence, this session discusses how long-term incentives have evolved over the last 10 years. We offer our perspectives on the future of long-term incentive design and provide important items to consider for those looking to tweak or completely overhaul their current program.

Breakout II: Solving the Director Pay Puzzle
Scott Evenson, Vice President, Pearl Meyer
Susan E. Pfautz, VP & Head of Executive Compensation, Atlantic Union Bank
There are an increasing number of director pay components that are not easy to fit together: expanding board responsibilities and more demands on directors’ time and attention combined with growing scrutiny from multiple stakeholders. In this session, we share data trends, as well as insight into how proxy advisors plan to assess board compensation. We also discuss some of the unexpected pitfalls that banks may encounter and how to balance this with effective communication.

Breakout III: Executive Pay Considerations for Private Companies
Chris Brindisi, Principal, Pay Governance LLC
Privately held banks have the same objective to drive shareholder value as publicly traded banks and compete in the same labor market for talent. As a result, it is imperative to ensure that your pay programs support these objectives. In this session, we present examples of leading-edge executive pay program designs used at private companies to ensure proper incentives exist to drive shareholder value and attract and retain top talent.

9:35 AM – 9:55 AM
Refreshment Break

9:55 AM – 10:35 AM
Breakout Sessions

Breakout I: Gen Z, Millennials, Gen X and Boomers: Retaining & Knowledge Transfer Necessary to be Successful
Flynt Gallagher, President, Compensation Advisors: powered by Newcleus
Each generation has different values and experiences. This session examines how to keep the accumulated knowledge of each generation and pass it on as Boomers retire and Millennials and Gen X take charge.

Breakout II: How To Conduct a Pay Audit to Identify & Remedy Gender Disparities in Your Organization
Christie Summervill, CEO, BalancedComp, LLC.
Addressing pay equity issues isn’t just a matter of compliance or protecting one’s reputation. Organizations that commit to examining their pay and rewards practices to ensure fairness position themselves well in the war for talent. The opportunity that lays ahead is not about complying with equal pay laws; it’s to ensure that your workplace is fair to all workers and as a result, differentiate your organization as an employer of choice.

Breakout III: The Importance of Board Evaluations
Michelle King, Chief Marketing Officer, Bank Director
Jackie Wall, Director of Bank Services, Bank Director
Board evaluations – why do them? What do you ask? And what do you do with the results after you receive them? Learn about the importance of board evaluations and tools that are available to you and your bank.

10:45 AM – 11:25 AM
Are You A Keeper?
Dean Graziano, Founder & CEO, Keeper HR
John Maxfield, Executive Editor, Bank Director
It’s challenging to learn much more than basic information about a person from a cover letter and resume, but what if you could see a candidate’s personality, preferences and soft skills during the initial contact? Hear how one company allows applicants to utilize social media and imagery to express who they really are – even before the interviewing company meets them in person.

11:25 AM – 11:30 AM
Closing Remarks
John Maxfield, Executive Editor, Bank Director