BFIN » Topics » TABLE OF CONTENTS

This excerpt taken from the BFIN DEF 14A filed May 20, 2009.

TABLE OF CONTENTS

 

THE COMPANY

   1

INFORMATION WITH RESPECT TO NOMINEES FOR DIRECTOR, CONTINUING DIRECTORS AND EXECUTIVE OFFICERS

   5

Nominees

   6

Continuing Directors

   7

Director Independence

   8

Executive Officers Who Are Not Directors

   8

BENEFICIAL OWNERSHIP OF COMMON STOCK BY CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

   10

Section 16(a) Beneficial Ownership Reporting Compliance

   11

CODE OF ETHICS

   11

BOARD COMMITTEE REPORTS, POLICIES AND PROCEDURES

   11

Meetings and Committees of the Board of Directors

   11

AUDIT COMMITTEE REPORT

   13

Compensation Committee Interlocks and Insider Participation

   13

COMPENSATION DISCUSSION AND ANALYSIS

   13

Introduction

   13

Role of the Human Resources Committee of the Board of Directors

   14

Compensation Philosophy and Objectives

   14

Compensation Principles and Factors

   15

Components of Executive Compensation

   16

Conclusions for Year Ended December 31, 2008

   19

Reasonableness of Compensation

   21

Tax and Accounting Treatment

   21

HUMAN RESOURCES COMMITTEE REPORT

   22

EXECUTIVE COMPENSATION

   23

Summary Compensation Table

   23

Grants of Plan-Based Awards

   24

Outstanding Equity Awards at Fiscal Year-End

   25

Option Exercises and Stock Vested During 2008

   26

Potential Payments Upon Termination or Change of Control

   27

Compensation of Directors

   31

Attendance at Annual Meetings of Stockholders

   33

COMMUNICATIONS WITH THE BOARD OF DIRECTORS

   33

Transactions with Certain Related Persons

   34

RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

   34

Accounting Fees and Services

   34

Audit Committee Pre-Approval Policy

   34

STOCKHOLDER PROPOSALS

   35

ADVANCE NOTICE OF BUSINESS TO BE CONDUCTED AT AN ANNUAL MEETING

   35

OTHER MATTERS

   36

MISCELLANEOUS

   36

 

i


Table of Contents
This excerpt taken from the BFIN DEF 14A filed May 14, 2008.

TABLE OF CONTENTS

 

THE COMPANY

   1

INFORMATION WITH RESPECT TO NOMINEES FOR DIRECTOR, CONTINUING DIRECTORS AND EXECUTIVE OFFICERS

   5

Nominees

   6

Continuing Directors

   7

Director Independence

   8

Executive Officers Who Are Not Directors

   8

BENEFICIAL OWNERSHIP OF COMMON STOCK BY CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

   10

Section 16(a) Beneficial Ownership Reporting Compliance

   11

CODE OF ETHICS

   12

BOARD COMMITTEE REPORTS, POLICIES AND PROCEDURES

   12

Meetings and Committees of the Board of Directors

   12

AUDIT COMMITTEE REPORT

   13

Compensation Committee Interlocks and Insider Participation

   14

COMPENSATION DISCUSSION AND ANALYSIS

   14

Introduction

   14

Role of the Human Resources Committee of the Board of Directors

   14

Compensation Philosophy and Objectives

   14

Compensation Principles and Factors

   15

Components of Executive Compensation

   17

Conclusions for Year Ended December 31, 2007

   20

Reasonableness of Compensation

   22

Tax and Accounting Treatment

   22

HUMAN RESOURCES COMMITTEE REPORT

   23

EXECUTIVE COMPENSATION

   24

Summary Compensation Table

   24

Grants of Plan-Based Awards

   25

Outstanding Equity Awards at Fiscal Year-End

   25

Option Exercises and Stock Vested During 2007

   26

Potential Payments Upon Termination or Change of Control

   27

Compensation of Directors

   30

Attendance at Annual Meetings of Stockholders

   32

COMMUNICATIONS WITH THE BOARD OF DIRECTORS

   32

Transactions with Certain Related Persons

   33

RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

   33

Accounting Fees and Services

   33

Audit Committee Pre-Approval Policy

   33

STOCKHOLDER PROPOSALS

   34

ADVANCE NOTICE OF BUSINESS TO BE CONDUCTED AT AN ANNUAL MEETING

   34

OTHER MATTERS

   35

MISCELLANEOUS

   35

 

i


Table of Contents
This excerpt taken from the BFIN DEF 14A filed May 22, 2007.

TABLE OF CONTENTS

 

ANNUAL MEETING OF STOCKHOLDERS    1

The Company

   1
WITH RESPECT TO NOMINEES FOR DIRECTOR, CONTINUING DIRECTORS AND EXECUTIVE OFFICERS    5

Nominees

   6

Continuing Directors

   6

Director Independence

   8

Executive Officers Who Are Not Directors

   8
BENEFICIAL OWNERSHIP OF COMMON STOCK BY CERTAIN BENEFICIAL OWNERS AND MANAGEMENT    10

Section 16(a) Beneficial Ownership Reporting Compliance

   11
CODE OF ETHICS    11
BOARD COMMITTEE REPORTS, POLICIES AND PROCEDURES    12

Meetings and Committees of the Board of Directors

   12
AUDIT COMMITTEE REPORT    13

Compensation Committee Interlocks and Insider Participation

   14
COMPENSATION DISCUSSION AND ANALYSIS    14

Introduction

   14

Role of the Human Resources Committee of the Board of Directors

   14

Compensation Philosophy and Objectives

   14

Compensation Principles and Factors

   15

Components of Executive Compensation

   16

Conclusions for Year Ended December 31, 2006

   19

Reasonableness of Compensation

   20

Tax and Accounting Treatment

   20
HUMAN RESOURCES COMMITTEE REPORT    21
EXECUTIVE COMPENSATION    22

Summary Compensation Table

   22

Grants of Plan-Based Awards

   23

Outstanding Equity Awards at Fiscal Year-End

   24

Option Exercises and Stock Vested During 2006

   25

Potential Payments Upon Termination or Change of Control

   26

Compensation of Directors

   29

Attendance at Annual Meetings of Stockholders

   31
COMMUNICATIONS WITH THE BOARD OF DIRECTORS    31

Transactions with Certain Related Persons

   31
RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM    32

Accounting Fees and Services

   32

Audit Committee Pre-Approval Policy

   32
STOCKHOLDER PROPOSALS    32
ADVICE NOTICE OF BUSINESS TO BE CONDUCTED AT AN ANNUAL MEETING    33
OTHER MATTERS    34
MISCELLANEOUS    34

 

i


This excerpt taken from the BFIN DEF 14A filed May 25, 2006.

TABLE OF CONTENTS

 

ANNUAL MEETING OF STOCKHOLDERS

   1

The Company

   1
INFORMATION WITH RESPECT TO NOMINEES FOR DIRECTOR, CONTINUING DIRECTORS AND EXECUTIVE OFFICERS    5

Nominees

   6

Continuing Directors

   6

Director Independence

   7

Executive Officers Who Are Not Directors

   7

BENEFICIAL OWNERSHIP OF COMMON STOCK BY CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

   8

Section 16(a) Beneficial Ownership Reporting Compliance

   10

CODE OF ETHICS

   10

BOARD COMMITTEE REPORTS, POLICIES AND PROCEDURES

   10

Meetings and Committees of the Board of Directors

   10

AUDIT COMMITTEE REPORT

   12

Compensation Committee Interlocks and Insider Participation

   12

HUMAN RESOURCES COMMITTEE REPORT

   12

Role of the Committee

   13

Compensation Principles and Practices

   13

Components of Executive Compensation

   13

Conclusions for Year Ended December 31, 2005

   14

Emerging Issues

   15

Suitability of Human Resources Committee Charter

   15

Attendance at Annual Meetings of Stockholders

   16

Compensation of Directors

   16

COMMUNICATIONS WITH THE BOARD OF DIRECTORS

   17

EXECUTIVE COMPENSATION

   17

Transactions with Certain Related Persons

   21

Stock Performance Graph

   21

BANKFINANCIAL CORPORATION 2006 EQUITY INCENTIVE PLAN

   22

Purpose

   22

General

   22

Eligibility

   24

Options

   24

Stock Appreciation Rights

   24

Stock Awards

   24

Cash Incentive Awards

   25

Forfeiture

   25

Performance Features

   25

Change in Control

   26

Amendment and Termination

   26

Non-U.S. Awards

   27

United States Income Tax Considerations

   27

Tax Advice

   28

Other Information

   28


Table of Contents
     Page

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

   28

STOCKHOLDER PROPOSALS

   29

ADVANCE NOTICE OF BUSINESS TO BE CONDUCTED AT AN ANNUAL MEETING

   29

OTHER MATTERS

   30

MISCELLANEOUS

   31

 

ii


Table of Contents
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