Attached files
file | filename |
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10-K - FORM 10-K - Georgia-Carolina Bancshares, Inc | c14779e10vk.htm |
EX-10.7 - EXHIBIT 10.7 - Georgia-Carolina Bancshares, Inc | c14779exv10w7.htm |
EX-99.1 - EXHIBIT 99.1 - Georgia-Carolina Bancshares, Inc | c14779exv99w1.htm |
EX-10.6 - EXHIBIT 10.6 - Georgia-Carolina Bancshares, Inc | c14779exv10w6.htm |
EX-32.1 - EXHIBIT 32.1 - Georgia-Carolina Bancshares, Inc | c14779exv32w1.htm |
EX-31.2 - EXHIBIT 31.2 - Georgia-Carolina Bancshares, Inc | c14779exv31w2.htm |
EX-31.1 - EXHIBIT 31.1 - Georgia-Carolina Bancshares, Inc | c14779exv31w1.htm |
EX-23.1 - EXHIBIT 23.1 - Georgia-Carolina Bancshares, Inc | c14779exv23w1.htm |
EX-10.1.1 - EXHIBIT 10.1.1 - Georgia-Carolina Bancshares, Inc | c14779exv10w1w1.htm |
EX-21.1 - EXHIBIT 21.1 - Georgia-Carolina Bancshares, Inc | c14779exv21w1.htm |
EXHIBIT 10.8
First Bank of Georgia Annual Incentive Plan
for
Remer Y. Brinson, III, President and Chief Executive Officer,
Georgia-Carolina Bancshares, Inc. and First Bank of Georgia
for
Remer Y. Brinson, III, President and Chief Executive Officer,
Georgia-Carolina Bancshares, Inc. and First Bank of Georgia
In March 2006, the independent directors who are members of the Executive Committee of the
Board of Directors of First Bank of Georgia approved the First Bank of Georgia Annual Incentive
Plan (the Plan), pursuant to which Mr. Brinson (the Executive Officer) may earn an incentive
award equal to a percentage of their annual base salary. The cash incentive award is based upon
meeting certain financial performance objectives established at the beginning of each calendar
year.
The performance measures are related to asset growth, net income (including accruals for
incentive payments under the AIP), and a subjective assessment by the Board of Directors. The
financial performance objectives of asset growth and net income are assigned a weighting factor of
40% each, and the subjective assessment of the Board of Directors is assigned a weighting factor of
20%.
The AIP includes a threshold, target and stretch or aspiration goal in each of the asset
growth and net income categories. Failure to meet the threshold goals results in no incentive
payment in that category. Achievement of the threshold goals is designed to result in an incentive
award of 15% of base salary. Achievement of the target goals is designed to result in an incentive
award of 30% of base salary. Achievement of the stretch goals is designed to result in an
incentive award of 60% of base salary. The performance objectives are designed so that the
achievement of the target goals would be considered to be reflective of superior performance, and
the target goals are considered to be difficult to achieve.
Certain other quality measures are also included in the AIP, which can have the effect of
increasing or decreasing the incentive award amount by as much as 45%. The credit quality measures
are designed to act as control measures to insure that net income is not achieved at the expense of
credit quality, and that balanced results are achieved. The credit quality measures include
expectations related to: (i) classified assets as a percent of total assets, (ii) charge-offs as a
percent of loans, and (iii) delinquencies as a percent of loans. If the credit quality results do
not meet expectations for a particular credit quality measure, the incentive award will be reduced
by 15%. If the credit quality results meet expectations, there is no impact on the incentive
award. If the credit quality results exceed expectations, there will be a 15% increase in the
incentive award. Adjustments under the credit quality measures will only be made if the target net
income measure is exceeded.
The subjective assessment of the Board of Directors takes into account various circumstances,
developments and occurrences during the year which may have had an impact on the performance
measures, and the Board of Directors may act subjectively based upon those considerations and may
make upward or downward adjustments to an incentive award based upon the 20% weighting factor.
Excluding the subjective assessment of the Board of Directors, and assuming that (i) the
stretch goals were attained for each financial performance category, and (ii) the results of each
of the credit quality measures exceeded expectations, the maximum annual incentive award which
could be earned is 87% of base salary.
Pursuant to the actual results for the year ended December 31, 2010, asset growth exceeded the
threshold amount. Net income for the year ended December 31, 2010 did not meet the threshold goal,
so no incentive payment was earned with respect to that performance measure. Since the net income
goal was not met, the credit quality criteria is not applicable for 2010. Therefore, pursuant to
the 2010 AIP, Mr. Brinsons incentive award was $29,646.
The financial performance objectives and credit quality measures may be adjusted annually by
the Board of Directors or an appropriate committee of the Board of Directors. The financial
performance objectives have not been modified for the 2011 AIP year.