CHRISTOPHER H. FOWLER, President and Chief Executive Officer
Mr. Fowler has served as our President and Chief Executive Officer since March 2013.
He is responsible for CWB Financial Group’s overall leadership and direction, as well as for defining, communicating, and imp lementing our strategic direction. He is accountable to the Board for the development and successful execution of our strategy, the oversight of capital and risk management, and our overall financial performance. Mr. Fowler joined CWB in 1991, and has spent over 35 years in the banking industry. Mr. Fowler received a Bachelor of Arts (Economics) and a Master of Arts (Economics) from the University of British Columbia. In 2022, Mr. Fowler was inducted into the Junior Achievement Northern Alberta Business Hall of Fame.
CEO EMPLOYMENT AGREEMENT
Mr. Fowler’s compensation is determined in accordance with his employment agreement, the key terms of which are set out below:
Compensation Element
Key Terms
Base Salary
• $820,000 for the 2023 calendar year.
• Annual cash incentive based on financial and operational performance and on strategic initiatives and leadership goals with measurements and weightings set annually. • Target incentive equal to 100% of base salary (level of incentive where performance meets expectations). • No minimum incentive; maximum incentive equal to 150% of base salary. • HR Committee determines the amount of the LTIP award each fiscal year after considering metrics related to financial and operational results, macroeconomic conditions, and the retentive value of the LTIP. • For fiscal 2023, target award is equal to 170% of base salary. No minimum award. • For fiscal 2023, LTIP awards were comprised of PSUs (75%) and stock options (25%). All PSUs and stock options vest in accordance with CWB’s PSU Plan and SIP, respectively. • CWB makes a notional contribution to Mr. Fowler’s account under the Supplemental Retirement Plan equal to 15% of base salary less any CWB contributions made on Mr. Fowler’s behalf to the Group RRSP. Details of the Supplemental Retirement Plan can be found on page 62.
Short-Term Incentive
Long-Term Incentive
Retirement Plan
Termination of Employment Without Cause
• A lump sum settlement amount equal to two times the average of Mr. Fowler’s two most recent years of compensation immediately prior to termination, where compensation is defined as base salary and short-term incentive.
• Payment equal to that described immediately above under “Termination of Employment Without Cause” should there be a change of control and Mr. Fowler’s position is substantially changed or eliminated and Mr. Fowler leaves the employ of CWB within 18 months of such event. • Mr. Fowler is precluded from being involved with a competitor of CWB Financial Group in any of British Columbia, Alberta, Ontario, Saskatchewan or Manitoba for 18 months from the date that he ceases to be employed by CWB. • Mr. Fowler is required to hold minimum shareholdings, as set out in CWB’s executive share ownership guidelines, for a period of six months after his departure, and to hold one-half of his minimum shareholdings for a further six months, should he (a) retire, or (b) unilaterally resign for a reason other than a change of control where his position is eliminated or substantially changed or as required u nder CWB’s Majority Voting Policy.
Change of Control
Non-Compete
Equity Requirement
2023 CEO PERFORMANCE
CWB Strategic Objective Initiative/Performance
• Supported employee engagement, with CWB named as one of this year’s top 25 Best Workplaces TM in Canada for the second year in a row by Great Place to Work Canada® and being recognized by Waterstone Human Capital as having one of Canada’s Most Admired Corporate Cultures TM for the fourth time, earning a place in their hall of fame. • Implemented a CWB-wide, harmonized benefits plan, which provides greater flexibility and choice for our people and increases the potential for career movement while maximizing utilization of spend. • Progressed leadership diversity across designated groups. • Successfully launched a personal and small business digital banking platform. The small business platform can integrate with third party accounting platforms and provide our clients with predictive cash flow modelling. • Launched a new corporate card suite in partnership with Brim Financial to provide an enhanced digital experience. • Consolidated and simplified loan document requirements, reducing the number of documents and increasing our use of automation, leveraging data from our loan origination software. • Delivered 10% annual loan growth in our general commercial loan portfolio as we executed on our strategic focus of expanding full-service client opportunities. General commercial loans now represent 37% of total loans, up from 35% one year ago. • Achieved 10% annual loan growth in Ontario, supported by strong momentum from our Mississauga and Markham banking centres. Ontario loans now represent 25% of total loans, up from 24% one year ago. • Maintained excellent credit quality during a period of economic volatility, with the total annual provision for credit losses of seven bps as a percentage of average loans.
Best for People
Best for Clients
Best for Investors
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