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| EX-99.1 - BANK 2020 INCENTIVE COMPENSATION PLAN - Federal Home Loan Bank of New York | icp_2020.htm |
UNITED
STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C.
20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date
of Report (Date of earliest event reported): April 2,
2020
Federal
Home Loan Bank of New York
(Exact name of Registrant as Specified in Its Charter)
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Federally Chartered Corporation
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000-51397
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136400946
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(State or Other
Jurisdiction
of Incorporation)
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(Commission File
Number)
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(IRS
Employer
Identification No.)
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101 Park
Avenue,
New York, New York
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10178-0599
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s Telephone Number,
Including Area Code: (212) 441-6616
Not Applicable
(Former Name or Former Address, if Changed Since Last
Report)
___________________________
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instructions
A.2. below):
☐
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
☐
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
☐
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
☐
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act:
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Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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None
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N/A
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N/A
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Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933
(§ 230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§ 240.12b-2 of this
chapter).
Emerging
growth company ☐
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
(e) On April
2, 2020, the Federal Home Loan Bank of New York ("Bank") informed
eligible employees about their opportunities under the Bank’s
2020 Incentive Compensation Plan (the "2020 Plan"), after receiving
regulatory non-objection to the 2020 Plan earlier that
day.
Overview of
the 2020 Plan
The objective
of the Bank’s 2020 Plan is to motivate employees to take
actions that support the Bank’s strategies and lead to the
attainment of the Bank’s business plan and fulfillment of its
mission. The 2020 Plan is also intended to help retain employees by
affording them the opportunity to share in the Bank's performance
results. The 2020 Plan seeks to accomplish these objectives by
linking annual cash pay-out award opportunities to Bank
performance. All salaried exempt and non-exempt employees are
eligible to participate in the 2020 Plan, and need to achieve a
“meets expectations” rating in their annual evaluation
to receive an award. Awards under the 2020 Plan, if any, will be
calculated based upon performance during 2020 and will generally be
paid to participants on or before March 12, 2021, subject to
regulatory approval and the deferral feature for Management
Committee participants discussed below.
Deferral
Component for Management Committee Members
The 2020 Plan
provides that 50% of the actual amount of the incentive award (if
any) under the 2020 Plan communicated to Management Committee
participants (which includes the Bank’s named executive
officers) will be deferred (the "Deferred Incentive Award") such
that 33 1/3% of the Deferred Incentive Award will ordinarily be
paid (subject to certain additional conditions specified in the
2020 Plan) within the first two and a half weeks of March 2022,
2023, and 2024 respectively. An employee who terminates employment
with the Bank other than for "good reason" or who is terminated by
the Bank for "cause" (each as defined in the 2020 Plan) will
forfeit any portion of the Deferred Incentive Award that has not
yet been paid upon such termination. In addition, the Deferred
Incentive Award will be paid in full in connection with a "change
in control" (as defined in the 2020 Plan). The Bank will pay to
participants an interest rate on deferred amounts equal to the
Bank’s return on equity over the deferral period, subject to
a floor of zero.
Clawback
If, within 3
years after an incentive has been paid or calculated as owed to a
participant who is a member of the Bank’s Management
Committee, it is discovered that such amount was based on the
achievement of financial or operational goals within this Plan that
subsequently are deemed by the Bank to be inaccurate, misstated or
misleading, the Board shall review such incentive amounts paid or
owed. Inaccurate, misstated and/or misleading achievement of
financial or operational goals shall include, but not be limited
to, overstatements of revenue, income, capital, return measures
and/or understatements of credit risk, market risk, operational
risk or expenses.
Measurements
Used by the 2020 Plan
The 2020 Plan
incorporates four Bankwide performance goals, summarized as
follows:
Financial/Return:
The 2020 Bankwide Financial/Return
goal is intended to require management, in its decision-making, to
weigh the tradeoffs in managing return versus risk. Establishing
this goal is intended to motivate management to act in ways that
are aligned with shareholder interests and with the wishes of the
Board of Directors, i.e., to achieve reasonable returns with a
prudent approach to managing
risks.
Risk: The 2020 Bankwide Risk goal consists of three
components (dividend sensitivity; capital protection; and
operational exceptions) intended to measure how the Bank is doing
managing risk as the company makes decisions about how to operate
its business.
Mission and Membership: The 2020
Bankwide Mission and Membership goal consists of four components
(community investment business development and outreach; new
members; advances balances; and market share) intended to further
advance the Bank’s mission by focusing on the Bank’s
members and setting the stage for future
growth.
Business Technology Strategy:
The 2020 Bankwide Business Technology
Strategy goal consists of three components (legacy business
technology platforms – the number of applications removed or
platforms upgraded;organizational change management -- the number
of communication and outreach activities related to the Business
Technology Strategy; and the percentage of work efforts defined as
‘change the Bank’ activities that are executing or
completed) intended to measure the success of the
Strategy.
Determining
Incentive Compensation Award Payout Opportunities Under the 2020
Plan
Under the 2020
Plan, eligible employees are assigned an incentive compensation
award opportunity which is expressed as a percentage of the
employee’s base salary for the 2020 Plan year. With respect
to the Bank’s President (who is also a Management Committee
member and the Bank’s principal executive officer), the
incentive compensation award opportunity for 2020 is as
follows:
50% of Base
Salary (Threshold)
80% of Base
Salary (Target)
100% of Base
Salary (Maximum)
With respect
to the rest of the Management Committee members, the incentive
compensation award opportunity for 2020 is as
follows:
30% of Base
Salary (Threshold)
50% of Base
Salary (Target)
75% of Base
Salary (Maximum)
Administration
The 2020 Plan
will generally be administered by the President, subject to any
requirements for review and approval by the C&HR Committee that
the C&HR Committee may establish. The results of the Bankwide
goals and the resulting awards, if any, will be reviewed and
approved by the C&HR Committee before disbursement. In all
areas not specifically reserved by the C&HR Committee for its
review and approval, the decisions of the President or his designee
concerning the 2020 Plan shall be binding on the Bank and on all
Participants. Award determinations for the President shall be
handled by the C&HR Committee.
A copy of the 2020 Plan is included as an exhibit to this Current
Report on Form 8-K.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit
Number
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Description
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99.1
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
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Federal Home Loan
Bank of New York
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Date: April 6,
2020
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By:
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/s/
Kevin M.
Neylan
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Name: Kevin
M. Neylan
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Title: Senior
Vice President and Chief Financial Officer
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