Restricted Share Unit (RSU) Plan
Overview
• RSUs granted under the RSU Plan are bookkeeping entries credited to an account created for each Participant. • Each RSU represents a unit with an underlying value equivalent to the value of one CWB common share. • Notional dividends accrue to the RSU holder and are converted on the dividend date into additional RSUs that vest in accordance with the respective grant. • On the grant date for RSUs, the value of the applicable allocation (based on a percentage of base salary as shown on the table on page 43) is divided by the weighted average trading price of one CWB common share on the grant date and the four trading days preceding the grant date to arrive at the number of RSUs granted to the executive. • In fiscal 2020, the HR Committee approved changes to the LTIP composition effective for fiscal 2021. RSUs were removed from NEO LTIP (except for special recruitment/retention purposes). • Each grant vests rateably on each of the first, second and third anniversaries of the grant date. • If a holder ceases to be an employee before a RSU's vesting date by reason of death or retirement, then such granted RSUs vest in accordance with the terms of the RSU Plan as if the Participant was an employee on the RSU vesting date. • Subject to the HR Committee’s discretion, if a Participant's employment ceases for any reason other than death or retirement, all of the Participant's unvested RSUs are cancelled and no compensation is paid for those RSUs. • Upon a change of control, RSUs vest immediately if both of the following conditions are met: (i) the Participant’s office or position is eliminated or substantially changed, and (ii) the Participant leaves the employment of CWB Financial Group within 18 months of the change of control. • The value of each RSU on the vesting date is based on the average of the weighted average trading price of the common shares on the TSX on the vesting date of the RSU and the four trading days preceding the vesting date. The value of each RSU is paid to Participants, in cash, no later than 60 days after vesting.
Grant Determination
Vesting
Payout
4. BENEFITS AND PERQUISITES
Group RRSP NEOs and all employees are eligible
• Under the Group RRSP, we contribute an amount equal to 3% of base salary and match the employee's contribution up to an additional 4.5%. • If the maximum CWB contribution for an executive exceeds the RRSP contribution limit permitted by the Income Tax Act for the year, the executive may elect to allocate the excess to the Supplemental Retirement Plan. • If the executive does not make such an election, then the individual's contribution to the Group RRSP is reduced accordingly. • Our contributions under both plans vest immediately. • In the case of Mr. Fowler and Mr. Murphy, their employment agreements provide that the total CWB contribution to both plans will be 15% and 10%, respectively, of base salary. • The Supplemental Retirement Plan (discussed under the heading “Retirement Arrangements” on page 62) is available to CWB senior management at the SVP level and above. • Under the ESPP, we contribute an amount equal to 50% of the employee’s contribution up to a maximum of 5% of salary.
Supplemental Retirement Plan NEOs, Executive Committee and SVPs are eligible ESPP NEOs and all employees are eligible Group Benefits NEOs and all employees are eligible
• The NEOs participate in various employee benefit plans, including health, dental, and life and disability insurance, on the same basis as other employees.
Perquisites NEOs and Executive Committee are eligible
• Perquisites include paid parking, club memberships, a home security system, retirement planning services, and a medical exam once every two years.
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