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BOK FINANCIAL CORPORATION |
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Components of Executive Compensation | |
Compensation Philosophy and Objectives | |
Change in Control and Termination Benefits | |
1. | To fix the number of directors to be elected at twenty (20) and to elect twenty (20) persons as directors for a term of one year or until their successors have been elected and qualified; |
2. | To |
To consider an advisory vote to approve the compensation of the named executive officers; and |
To transact such other business as may properly be brought before the Annual Meeting or any adjournment or adjournments thereof. |
Name & Address of Beneficial Owner | Beneficial Ownership | Class | ||
George B. Kaiser(1) | 42,104,369 | 59.9% | ||
P.O. Box 21468, Tulsa, Oklahoma 74121-1468 | ||||
George Kaiser Family Foundation | 4,775,534 | 6.8% | ||
7020 South Yale, Suite 220, Tulsa, OK, 74136 |
Name & Address of Beneficial Owner | Beneficial Ownership | Class | |
George B. Kaiser P.O. Box 21468, Tulsa, Oklahoma 74121-1468 | 39,890,369 | 60.3% | |
George Kaiser Family Foundation 7030 South Yale, Suite 600, Tulsa, OK, 74136 | 5,826,570 | 8.81% | |
Name of Beneficial Owner | Amount & Nature of Beneficial Ownership(1) | Percent of Class(2) | Amount & Nature of Beneficial Ownership(1) | Percent of Class(2) | ||||||
Gregory S. Allen | 4,262 | (3) | * | |||||||
Alan S. Armstrong | — | * | 750 | * | ||||||
Norman P. Bagwell | 43,249 | (4) | * | 26,070 | (3) | * | ||||
C. Fred Ball, Jr. | 50,103 | (5) | * | 12,209 | (4) | * | ||||
Sharon J. Bell | 79,690 | (6) | * | 58,340 | (5) | * | ||||
Peter C. Boylan, III | 4,795 | (7) | * | 5,595 | (6) | * | ||||
Steven G. Bradshaw | 106,297 | (8) | * | 102,156 | (7) | * | ||||
Chester Cadieux, III | 1,475 | * | ||||||||
Joseph W. Craft III | 984 | * | ||||||||
Daniel H. Ellinor | 109,880 | (9) | * | |||||||
Chester E. Cadieux, III | 2,275 | * | ||||||||
Joseph W. Craft, III | 1,784 | * | ||||||||
John W. Gibson | 841 | * | 1,641 | * | ||||||
David F. Griffin | 40,566 | (10) | * | 41,366 | (8) | * | ||||
V. Burns Hargis | 24,504 | (11) | * | 20,829 | (9) | * | ||||
Douglas D. Hawthorne | 2,189 | * | 3,389 | (10) | * | |||||
Kimberley D. Henry | 375 | * | ||||||||
E. Carey Joullian, IV | 4,202 | (12) | * | 5,002 | (11) | * | ||||
George B. Kaiser | 42,104,369 | (13) | 59.9 | 39,890,369 | (12) | 60.3% | ||||
Stacy C. Kymes | 34,691 | (13) | * | |||||||
Robert J. LaFortune | 46,015 | * | 36,291 | * | ||||||
Stanley A. Lybarger | 308,401 | (14) | * | 41,809 | (14) | * | ||||
Steven J. Malcolm | 1,967 | (15) | * | 2,767 | (15) | * | ||||
Steven E. Nell | 136,762 | (16) | * | 121,110 | (16) | * | ||||
Donald T. Parker | 61,681 | (17) | * | |||||||
E.C. Richards | 3,017 | (17) | * | 3,742 | (18) | * | ||||
John Richels | — | * | 800 | (19) | * | |||||
Michael C. Turpen | 463 | (18) | * | 1,263 | (20) | * | ||||
R. A. Walker | — | * | 3,670 | * | ||||||
All directors, nominees, and executive officers listed on page 34(28 persons) | 43,210,866 | 61.1% | ||||||||
All directors, nominees, and executive officers listed on page 24 (31 persons) | 40,611,240 | 61.3% |
ü | The Board of Directors recommends that you vote FOR the 20 nominees. |
Name | Age | Principal Occupation and Business Experience During Last 5 Years and Directorships of Other Public Companies | First Year Became a Director |
Alan S. Armstrong | 53 | Chief Executive Officer, President, and a Director of The Williams Companies, Inc. since January 2011. From 2002 until January 2011, Mr. Armstrong was Senior Vice President - Midstream and acted as President of Williams’ midstream business. Since the merger in February 2015 of Williams Partners L.P. with Access Midstream Partners, L.P., he has served as Chairman of the Board and Chief Executive Officer of the general partner of Williams Partners L.P. Prior to the merger, Mr. Armstrong served the general partner of Williams Partners as a director (since 2012) and its Chief Executive Officer (since January 2015). Mr. Armstrong previously served the general partner of pre-merger Williams Partners as Chairman of the Board and Chief Executive Officer (2011 until the merger), director (2005 until the merger), Senior Vice President – Midstream (2010-2011), and Chief Operating Officer (2005-2010). Mr. Armstrong’s qualifications to sit on our Board of Directors include his energy sector and management expertise, civic leadership experience, and his knowledge of our head office area, gained in part as Chair of the Tulsa Regional Chamber's Boards of Directors. | 2013 |
C. Fred Ball, Jr. | 71 | Chief Operating Officer of Spyglass Trading, LP. Retired as Senior Chairman of BOT in January 2015, and was formerly its Chairman, Chief Executive Officer, and President. Before joining BOT in 1997, Mr. Ball was Executive Vice President of Comerica Bank-Texas and later President of Comerica Securities, Inc. He is a director of Mid-Con Energy LLP. Mr. Ball’s qualifications to sit on our Board of Directors include his almost four decades of experience in the banking industry and his involvement with the Texas market. | 1999 |
Sharon J. Bell | 64 | Attorney and Managing Partner, Rogers and Bell PLLC (Tulsa, Oklahoma); Trustee and General Counsel, Chapman-McFarlin Interests. Ms. Bell was formerly a Director and President of Red River Oil Company (oil and gas exploration and development). Ms. Bell’s qualifications to sit on our Board of Directors include her experience as an attorney and trustee, and leadership skills demonstrated through her civic involvement. | 1993 |
Name | Age | Principal Occupation and Business Experience During Last 5 Years and Directorships of Other Public Companies | First Year Became a Director |
Gregory S. Allen | 50 | Chief Executive Officer, Maine Street Holdings, Inc. (consulting firm to food industry). Mr. Allen retired from Advance Food Company Inc. in 2010, where he served as Chief Executive Officer from 2003. In addition, he is a director of AdvancePierre Foods, Inc. (food processing company), American Fidelity Corporation (insurance holding company), Houston Baseball Partners, LLC (owner of baseball franchise and television cable network) and Airrosti Rehab Centers, LLC. We believe Mr. Allen's qualifications to sit on our Board of Directors include his experience as an attorney and entrepreneur, as well as his management expertise. | 2005 |
Alan S. Armstrong | 50 | Chief Executive Officer, President, and a Director of The Williams Companies, Inc. since January 2011. From 2002 until January 2011, Mr. Armstrong was Senior Vice President - Midstream and acted as President of Williams' midstream business. Since January 2011, Mr/ Armstrong has served as Chairman of the Board and Chief Executive Officer of Williams Partners GP LLC, the general partner of Williams Partners L.P. (subsidiaries of Willams), where has was Senior Vice President - Midstream from February 2010, and Chief Operating Officer and a director from 2005. We believe Mr. Armstrong's qualifications to sit on our Board of Directors include his energy sector and management expertise. | nominee |
C. Fred Ball, Jr. | 68 | Senior Chairman of BOT, and formerly its Chairman, Chief Executive Officer, and President. Before joining BOT in 1997, Mr. Ball was Executive Vice President of Comerica Bank-Texas and later President of Comerica Securities, Inc. We believe Mr. Ball's qualifications to sit on our Board of Directors include his almost four decades of experience in the banking industry and his involvement with the Texas market. | 1999 |
Sharon J. Bell | 61 | Attorney and Managing Partner, Rogers and Bell PLLC (Tulsa, Oklahoma); Trustee and General Counsel, Chapman-McFarlin Interests; formerly a Director and President of Red River Oil Company (oil and gas exploration and development). We believe Ms. Bell's qualifications to sit on our Board of Directors include her experience as an attorney and trustee, and leadership skills demonstrated through her civic involvement. | 1993 |
Peter C. Boylan, III | 49 | Co-Founder, Director, President and Chief Executive Officer of Cypress Energy Partners, LLC (an environmental and water solutions company serving the oil and gas industry); and Chief Executive Officer of Boylan Partners, LLC (investment and advisory services) since early 2002. From 1994 through 2002, Mr. Boylan served in a variety of senior executive management positions of various public and private companies controlled by Liberty Media Corporation, including serving as a board member, Chairman, CEO, President, COO, and CFO of several different companies. Mr. Boylan serves as a director of MRC Global, Inc., a distribution company serving energy and other industries. We believe Mr. Boylan's qualifications to sit on our Board of Directors include his corporate executive management and leadership experience, his accounting, finance, audit, risk, and compensation committee expertise, media and technology expertise, civic service, and experience sitting on other public and private boards of directors. | 2005 |
Peter C. Boylan, III | 52 | Co-Founder, Chairman, Director, President, and Chief Executive Officer of Cypress Energy Holdings, LLC (an environmental and water solutions company serving the energy industry) since 2012. Mr. Boylan is also Chairman and Chief Executive Officer of Cypress Energy Partners, L.P. (NYSE-traded master limited partnership controlled by Cypress Energy Holdings, providing pipeline inspection, integrity, water, and environmental services to the energy industry), and Chairman and Chief Executive Officer of Boylan Partners, LLC (investment and advisory services) since 2002. From 1994 through 2004, Mr. Boylan served in a variety of senior executive management positions of various public and private companies controlled by Liberty Media Corporation. Mr. Boylan serves as a director of Cypress Energy Partners, L.P. Mr. Boylan’s qualifications to sit on our Board of Directors include his substantial public company board and senior executive management and leadership experience, and industry-specific expertise across a variety of industries (including energy, technology, banking, and media). | 2005 |
Steven G. Bradshaw | 56 | President and Chief Executive Officer of BOK Financial and BOKF, effective January 1, 2014. Previously, Mr. Bradshaw served as Senior Executive Vice President of BOKF, responsible for consumer banking, corporate marketing, mortgage banking, investment securities, trust activities, treasury services, international banking, and community development. He also served as chairman of BOK Financial’s broker-dealer subsidiary, BOSC, Inc. and had executive responsibility for Colorado State Bank and Trust and Bank of Kansas City. Mr. Bradshaw’s qualifications to sit on our Board of Directors include his position and years of leadership at BOKF, and extensive knowledge of all aspects of our business. | 2014 |
Chester E. Cadieux, III | 49 | Chairman and Chief Executive Officer of QuikTrip Corporation (a gasoline and retail convenience chain) since 2002. Mr. Cadieux previously served as Vice President of Sales at QuikTrip Corporation. Mr. Cadieux’s qualifications to sit on our Board of Directors include his knowledge of finance and accounting, his management experience, and his knowledge of all of our geographic markets. | 2005 |
Joseph W. Craft, III | 65 | President, Chief Executive Officer and Director of Alliance Resource Partners, L.P. (a diversified coal producer and marketer) since 1999. Mr. Craft also serves as Chairman, President, Director and Chief Executive Officer of Alliance Holdings GP, L.P. Previously, Mr. Craft served as President of MAPCO Coal Inc. since 1986. Mr. Craft’s qualifications to sit on our Board of Directors include his extensive experience in corporate leadership, as well as his public company experience. | 2007 |
Chester E. Cadieux, III | 46 | Chairman and Chief Executive Officer of QuikTrip Corporation (a gasoline and retail convenience chain) since 2002. Mr. Cadieux previously served as Vice President of Sales at QuikTrip Corporation. We believe Mr. Cadieux's qualifications to sit on our Board of Directors include his knowledge of finance and accounting, his management experience, and his knowledge of all of our geographic markets. | 2005 | |||
Joseph W. Craft, III | 62 | President, Chief Executive Officer and Director of Alliance Resource Partners, L.P. (a diversified coal producer and marketer) since 1999. Mr. Craft also serves as Chairman, President, Director and Chief Executive Officer of Alliance Holdings GP, L.P. Previously, Mr. Craft served as President of MAPCO Coal Inc. since 1986. We believe Mr. Craft's qualifications to sit on our Board of Directors include his extensive experience in corporate leadership, as well as his public company experience. | 2007 | |||
John W. Gibson | 60 | Chairman and Chief Executive Officer of ONEOK, Inc. and ONEOK Partners GP, L.L.C., the general partner of ONEOK Partners, L.P. He has served as the CEO of ONEOK, Inc. since 2007 and was appointed Chairman of the Board in May 2011. He served as the President and CEO of ONEOK, Inc. from 2010 through 2011, Chairman and CEO of ONEOK Partners GP, L.L.C. since 2007, and Chairman, President, and CEO from 2010 through 2011. Mr. Gibson joined ONEOK, Inc. in May 2000 from Koch Energy, Inc., a subsidiary of Koch Industries, where he was an Executive Vice President. We believe Mr. Gibson's qualifications to sit on our Board of Directors include his extensive executive leadership and management experience and his involvement in the energy industry. | 2008 | 63 | Non-executive Chairman of ONEOK, Inc. and ONEOK Partners GP, L.L.C., the general partner of ONEOK Partners, L.P and ONE Gas Inc. Mr. Gibson served as the CEO of ONEOK, Inc. from 2007 to 2014 and was appointed Chairman of the Board in May 2011. He served as the President and CEO of ONEOK, Inc. from 2010 through 2011, Chairman and CEO of ONEOK Partners GP, L.L.C. since 2007, and Chairman, President, and CEO from 2010 through 2011. Mr. Gibson joined ONEOK, Inc. in May 2000 from Koch Energy, Inc., a subsidiary of Koch Industries, where he was an Executive Vice President. Mr. Gibson’s qualifications to sit on our Board of Directors include his extensive executive leadership and management experience and his involvement in the energy industry. | 2008 |
David F. Griffin | 47 | Chairman and Chief Executive Officer of Griffin Capital, L.L.C. President and Chief Executive Officer, Griffin Communications, L.L.C. (owns and operates CBS- and CW-affiliated television stations plus associated websites in Oklahoma); formerly President and General Manager, KWTV-9 (Oklahoma City). We believe Mr. Griffin's qualifications to sit on our Board of Directors include his significant expertise, experience, and background in corporate management and his involvement with both the Oklahoma City and Tulsa markets. | 2003 | 50 | Chairman and Chief Executive Officer of Griffin Capital, L.L.C. President and Chief Executive Officer, Griffin Communications, L.L.C. (owns and operates CBS- and CW-affiliated television stations plus associated websites in Oklahoma). Mr. Griffin was formerly President and General Manager, KWTV-9 (Oklahoma City). Mr. Griffin’s qualifications to sit on our Board of Directors include his significant expertise, experience, and background in corporate management and his involvement with both the Oklahoma City and Tulsa markets. | 2003 |
V. Burns Hargis | 70 | President, Oklahoma State University. Prior to becoming OSU President, Mr. Hargis served as Vice Chairman, BOK Financial and BOK and Director of BOSC, Inc. since 1993. Mr. Hargis was formerly Attorney and Shareholder of the law firm of McAfee & Taft (Oklahoma City, Oklahoma). Mr. Hargis’ qualifications to sit on our Board of Directors include his nearly three decades practicing law with a focus on financial reporting and litigation, including representing financial institutions and their boards, as well as having served for many years as our Vice Chairman. | 1993 | |||
Douglas D. Hawthorne | 68 | Founding Chief Executive Officer Emeritus, Texas Health Resources. Prior to helping create Texas Health Resources in 1997, Mr. Hawthorne was CEO of Presbyterian Healthcare System. Mr. Hawthorne’s qualifications to sit on our Board of Directors include his knowledge of the healthcare sector and of the Texas market. | 2013 | |||
Kimberley D. Henry | 51 | Executive director of Sarkeys Foundation, a private, charitable foundation that provides grants and gifts to Oklahoma’s non-profit organizations. Ms. Henry is the former First Lady of Oklahoma. Ms. Henry’s qualifications to sit on our Board of Directors include her knowledge of our geographic market, her leadership skills, and her extensive civic involvement including participation on numerous boards of non-profit organizations. | 2015 | |||
E. Carey Joullian, IV | 55 | Chairman, President and Chief Executive Officer of Mustang Fuel Corporation and subsidiaries; President and Manager, Joullian & Co., L.L.C.; Manager, JCAP, L.L.C. Mr. Joullian’s qualifications to sit on our Board of Directors include his significant experience and expertise in the oil and gas industry and his expertise in accounting. | 1995 |
V. Burns Hargis | 67 | President, Oklahoma State University. Prior to becoming OSU President, Mr. Hargis served as Vice Chairman, BOK Financial and BOK and Director of BOSC, Inc. since 1993. Mr. Hargis was formerly Attorney and Shareholder of the law firm of McAfee & Taft (Oklahoma City, Oklahoma). He is also a director of Chesapeake Energy Corporation. We believe Mr. Hargis' qualifications to sit on our Board of Directors include his nearly three decades practicing law with a focus on financial reporting and litigation, including representing financial institutions and their boards, as well as having served for many years as our Vice Chairman. | 1993 |
Douglas D. Hawthorne | 65 | Chief Executive Officer, Texas Health Resources. Prior to helping to create Texas Health Resources in 1997, Mr. Hawthorne was CEO of Presbyterian Healthcare Systems. We believe Mr. Hawthorne's qualifications to sit on our Board of Directors include his knowledge of the healthcare sector and of the Texas market. | nominee |
E. Carey Joullian, IV | 52 | Chairman, President and Chief Executive Officer of Mustang Fuel Corporation and subsidiaries; President and Manager, Joullian & Co., L.L.C.; Manager, JCAP, L.L.C. We believe Mr. Joullian's qualifications to sit on our Board of Directors include his significant experience and expertise in the oil and gas industry and his expertise in accounting. | 1995 |
George B. Kaiser | 70 | Chairman of the Board and majority shareholder of BOK Financial and BOKF; President, Chief Executive Officer, and principal owner of GBK Corporation, parent of Kaiser-Francis Oil Company (independent oil and gas exploration and production company); founder of Excelerate Energy and Argonaut Private Equity. We believe Mr. Kaiser's qualifications to sit on our Board of Directors include his four decades of executive leadership in the oil and gas industry, his broad perspective gained from involvement in diverse industries, his knowledge of our business, and his interest as the majority owner of our company. | 1990 |
Robert J. LaFortune | 86 | Self-employed in the investment and management of personal financial holdings. Mr. LaFortune is also a director of Apco International Oil & Gas, Inc. We believe Mr. LaFortune's qualifications to sit on our Board of Directors include his years of public service, including serving as mayor of the City of Tulsa, as well as his experience on other boards and their audit committees. | 1993 |
George B. Kaiser | 73 | Chairman of the Board and majority shareholder of BOK Financial and BOKF; President, Chief Executive Officer, and principal owner of GBK Corporation, parent of Kaiser-Francis Oil Company (independent oil and gas exploration and production company); founder of Excelerate Energy and Argonaut Private Equity. Mr. Kaiser’s qualifications to sit on our Board of Directors include his four decades of executive leadership in the oil and gas industry, his broad perspective gained from involvement in diverse industries, his knowledge of our business, and his interest as the majority owner of our company. | 1990 |
Robert J. LaFortune | 89 | Self-employed in the investment and management of personal financial holdings. Mr. LaFortune’s qualifications to sit on our Board of Directors include his years of public service, including serving as mayor of the City of Tulsa, as well as his experience on other boards and their audit committees. | 1993 |
Stanley A. Lybarger | 66 | Former President and Chief Executive Officer of BOK Financial and BOKF. Mr. Lybarger was previously President of BOK Oklahoma City Regional Office and Executive Vice President of BOK with responsibility for corporate banking. He is a director and chairman of the audit committee of Cypress Energy Partners GP, LLC. Mr. Lybarger’s qualifications to sit on our Board of Directors include his prior role as our Chief Executive Officer, his three decades of leadership positions with BOKF, and his extensive knowledge of all facets of the banking industry. | 1991 |
Steven J. Malcolm | 67 | Retired Chairman, President and Chief Executive Officer of The Williams Companies, Inc. (energy holding company) and Williams Partners L.P. Mr. Malcolm was previously President and Chief Executive Officer of Williams Energy Services after serving as senior vice president and general manager of Midstream Gas and Liquids for Williams Energy Services. In December 2011, Mr. Malcolm became a director of ONEOK, Inc. and ONEOK Partners. Mr. Malcolm’s qualifications to sit on our Board of Directors include his experience in the energy sector as well as his public company and executive management expertise. | 2002 |
E.C. Richards | 66 | Managing Member of Core Investment Capital, LLC. Prior to September 1999, Mr. Richards served as Executive Vice President and Chief Operating Officer for Sooner Pipe Corporation (distributor of tubular products worldwide with domestic and international operations), a subsidiary of Oil States International. Mr. Richards previously served on the BOK Financial Board of Directors from 1997 through 2001. Mr. Richards’ qualifications to sit on our Board of Directors include his diverse background in the private equity and distribution industries and his civic involvement. | 2008 |
Michael C. Turpen | 66 | Partner at the law firm of Riggs, Abney, Neal, Turpen, Orbison & Lewis in Oklahoma City, Oklahoma. Mr. Turpen previously served as Attorney General for the State of Oklahoma. Mr. Turpen’s qualifications to sit on our Board of Directors include his legal expertise, his public service experience, and leadership skills demonstrated through extensive involvement with non-profit boards and organizations. | 2011 |
Stanley A. Lybarger | 63 | President and Chief Executive Officer of BOK Financial and BOKF, NA; previously President of BOK Oklahoma City Regional Office and Executive Vice President of BOK with responsibility for corporate banking. We believe Mr. Lybarger's qualifications to sit on our Board of Directors include his current position as our Chief Executive Officer, his three decades of leadership positions with BOKF, and his extensive knowledge of all facets of the banking industry. | 1991 |
Steven J. Malcolm | 64 | Retired Chairman, President and Chief Executive Officer of The Williams Companies, Inc. (energy holding company) and Williams Partners L.P.; previously, President and Chief Executive Officer of Williams Energy Services after serving as senior vice president and general manager of Midstream Gas and Liquids for Williams Energy Services. In December 2011, Mr. Malcolm became a director of ONEOK, Inc. and ONEOK Partners. We believe Mr. Malcolm's qualifications to sit on our Board of Directors include his experience in the energy sector as well as his public company and executive management expertise. | 2002 |
E.C. Richards | 63 | Managing Member of Core Investment Capital, LLC. Prior to September 1999, Mr. Richards served as Executive Vice President and Chief Operating Officer for Sooner Pipe Corporation (distributor of tubular products worldwide with domestic and international operations), a subsidiary of Oil States International. Mr. Richards previously served on the BOK Financial Board of Directors from 1997 through 2001. We believe Mr. Richards' qualifications to sit on our Board of Directors include his diverse background in the private equity and distribution industries and his civic involvement. | 2008 |
John Richels | 62 | President and Chief Executive Officer of Devon Energy Corporation since June 2010. Mr. Richels joined the board of directors of Devon in 2007. He has served as president of Devon since 2004, and prior to 2004 was senior vice president of Devon and president and chief executive officer of Devon's Canadian subsidiary. Mr. Richels joined Devon through its 1998 acquisition of Canadian-based Northstar Energy Corporation, where he held the office of executive vice president and chief financial officer. Prior to joining Northstar, Mr. Richels was managing and chief operating partner of the Canadian-based national law firm, Bennett Jones. We believe Mr. Richels' qualifications to sit on our Board of Directors include his experience in the energy sector and his legal expertise. | nominee |
Michael C. Turpen | 63 | Partner at the law firm of Riggs, Abney, Neal, Turpen, Orbison & Lewis in Oklahoma City, Oklahoma. Mr. Turpen previously served as Attorney General for the State of Oklahoma. We believe Mr. Turpen's qualifications to sit on our Board of Directors include his legal expertise, his public service experience, and leadership skills demonstrated through extensive involvement with non-profit boards and organizations. | 2011 |
R. A. Walker | 59 | Chairman, President, and Chief Executive Officer of Anadarko Petroleum Corporation. Mr. Walker was named Chairman in May 2013, having been named CEO in May 2012 and President in February 2010. He previously served as Chief Operating Officer from March 2009, and was Senior Vice President and Chief Financial Officer from 2005 until his appointment as COO. Prior to joining Anadarko, he worked in the oil and gas industry, investment and commercial banking, and as an institutional investor. Mr. Walker was a director of CenterPoint Energy, Inc. (NYSE: CNP) and Temple-Inland, Inc. (NYSE: TIN), as well as Western Gas Equity Holdings, LLC (NYSE: WGP) and Western Gas Holdings, LLC (NYSE: WES), both of which are subsidiaries of Anadarko. He serves on the Board of Directors of the Houston Branch of the Dallas Federal Reserve Board. Mr. Walker’s qualifications to sit on our Board of Directors include his knowledge of the energy sector and his public company expertise. | 2013 |
The Board of Directors | ||||||
its subsidiaries for the fiscal year ending December 31, 2016. |
ü | The Board of Directors recommends that you vote FOR the approval of the compensation of the Company’s named executive officers as disclosed in this Proxy Statement. |
Name(1) | Fees Earned or Paid in Cash ($) | Stock Awards(2) ($) | Total ($) | Fees Earned or Paid in Cash ($) | Stock Awards(2) ($) | Total ($) |
Gregory S. Allen | 6,250 | 11,159.95 | 17,409.95 | |||
Alan S. Armstrong | 11,250 | 19,115.04 | 30,365.04 | |||
C. Fred Ball, Jr.(3) | 8,000 | 14,558.86 | 22,558.86 | |||
Sharon J. Bell | 5,000 | 11,159.95 | 16,159.95 | 10,000 | 19,115.04 | 29,115.04 |
Peter C. Boylan, III | 13,000 | 11,159.95 | 24,159.95 | 15,000 | 19,115.04 | 34,115.04 |
Chester Cadieux, III | 7,500 | 11,159.95 | 18,659.95 | 13,250 | 19,115.04 | 32,365.04 |
Joseph W. Craft | 11,500 | 11,159.95 | 22,659.95 | 16,000 | 19,115.04 | 35,115.04 |
William E. Durrett | 1,500 | 11,159.95 | 12,659.95 | |||
John W. Gibson | 7,000 | 11,159.95 | 18,159.95 | 12,500 | 19,115.04 | 31,615.04 |
David F. Griffin | 15,000 | 11,159.95 | 26,159.95 | 21,750 | 19,115.04 | 40,865.04 |
V. Burns Hargis | 9,000 | 11,159.95 | 20,159.95 | 12,500 | 19,115.04 | 31,615.04 |
Douglas D. Hawthorne | 4,250 | 19,115.04 | 23,365.04 | |||
Kimberley D. Henry | 12,500 | 19,115.04 | 31,615.04 | |||
E. Carey Joullian, IV | 12,250 | 11,159.95 | 23,409.95 | 25,000 | 19,115.04 | 44,115.04 |
Robert J. LaFortune | 8,500 | 11,159.95 | 19,659.95 | 13,000 | 19,115.04 | 32,115.04 |
Stanley A. Lybarger | 11,500 | 19,115.04 | 30,615.04 | |||
Steven J. Malcolm | 9,000 | 11,159.95 | 20,159.95 | 14,250 | 19,115.04 | 33,365.04 |
E.C. Richards | 9,500 | 11,159.95 | 20,659.95 | 10,250 | 19,115.04 | 29,365.04 |
David L. Thompson(3) | — | 2,568.50 | ||||
John Richels | 5,750 | 19,115.04 | 24,865.04 | |||
Michael C. Turpen | 7,500 | 11,159.95 | 18,659.95 | 9,500 | 19,115.04 | 28,615.04 |
R. A. Walker | 5,000 | 19,115.04 | 24,115.04 |
(1) | George B. Kaiser, |
(2) | The BOK Financial Directors Stock Compensation Plan provides that the issuance price for the director compensation shares is the average of the mid-points between the highest price and the lowest price at which trades occurred on NASDAQ on the five trading days immediately preceding the end of the calendar quarter. Director shares were granted in |
(3) | Mr. |
Members | Responsibilities include oversight of |
Cadieux (Chairman) Bell Boylan Hawthorne Lybarger Walker | • Enterprise-wide risk management • Capital planning and adequacy, including stress testing • Market risk including rate, price, and liquidity • Corporate-wide policy management framework • Risk transfer program • Mergers and acquisitions • Alternative investments • Information technology and operating risk • Counterparty risk • Third party risk |
Members | Responsibilities include oversight of |
Joullian (Chairman)(1) Gibson Henry LaFortune Malcolm Richels | • Accounting and financial reporting policies of the Company • Internal controls over financial reporting • Selection and reporting of the Company’s independent auditors • Audits of the financial statements of the Company • Related party reporting (other than related party credit transactions overseen by the Credit Committee) • Reports of internal audits • Compliance with laws and regulations • Reports of examinations from regulators |
(1) | The Board of Directors designated Mr. Joullian as its ”audit committee financial expert,” as defined in Item 407(d) of Regulation S-K. |
Members | Responsibilities include approval of |
Craft (Chairman) Cadieux (non-voting) Griffin (non-voting) Kaiser (non-voting) Malcolm Richards | • Compensation of the Chief Executive Officer • Compensation of direct reports to the Chief Executive Officer • Compensation of other officers participating in the Company’s Executive Incentive Plan |
Members | Responsibilities include oversight of |
Griffin (Chairman) Armstrong Ball Boylan Bradshaw Craft Hargis Kaiser Lybarger Richards Turpen | • Quality of the Company’s credit portfolio and trends affecting the credit portfolio (and reporting to the Board regarding such quality and trends) • Extension of credit exceeding amounts as determined from time to time by the Board • Effectiveness and administration of credit-related policies and related party credit transactions • Appropriateness of the allowance for loan losses and accrual for off-balance sheet credit losses |
Norman P. Bagwell | |
Executive Vice President, Regional Banks | |
Chairman and Chief Executive Officer, Bank of Texas | |
Norman P. Bagwell, age 53, is Executive Vice President, Regional Banking, and Chief Executive Officer of Bank of Texas, with responsibility for the six regional markets and the Oklahoma City market, which includes all lines of business, with an emphasis on commercial banking, business banking, and treasury services. Mr. Bagwell has almost three decades of banking experience in Texas. Prior to joining Bank of Texas in 2008, he served as President of the Dallas Region for JPMorgan Chase, and previously served as President of the Dallas Region for Bank One. | |
Steven G. Bradshaw | |
President and Chief Executive Officer | |
Steven G. Bradshaw, age 56, is President and Chief Executive Officer of BOK Financial and BOKF. Mr. Bradshaw became the chief executive at BOK Financial in January of 2014 after previously serving in a number of roles at the Company since joining BOKF in 1991. Most recently he served as Senior Executive Vice President and was responsible for all aspects of consumer banking, corporate marketing, mortgage banking, investment securities, trust activities, treasury services, international banking, community development and Community Reinvestment Act responsibilities for all seven banking divisions within the Company. He also served as chairman of BOK Financial’s broker-dealer subsidiary, BOSC, Inc. and had executive responsibility for Colorado State Bank and Trust and Bank of Kansas City. | |
Scott B. Grauer | |
Executive Vice President, Wealth Management | |
Chairman and Chief Executive Officer, BOSC, Inc. | |
Scott B. Grauer, age 51, is Executive Vice President, Wealth Management for BOK Financial and Chief Executive Officer and Chairman of the Company’s broker-dealer subsidiary, BOSC, Inc. In his current role, Mr. Grauer is responsible for the Company’s wealth management business lines in all markets, including Institutional Wealth, The Private Bank, and International Banking. He also serves as chairman of both of the Company’s registered investment advisers, Cavanal Hill Investment Management and The Milestone Group. Mr. Grauer joined BOK Financial in 1991 as part of the company’s acquisition of an independent retail brokerage operation and was named manager of BOSC retail in 1996. In late 1999, he was named president and CEO of the firm and assumed responsibilities for retail, institutional and investment banking activities when BOK Financial first combined these units under one organization. |
Stephen D. Grossi | |
Executive Vice President and Chief Human Resources Officer | |
Stephen D. Grossi, age 52, is Executive Vice President and Chief Human Resource Officer. He is responsible for the design and delivery of the Company’s human capital strategy which focuses on energizing the employee experience. Mr. Grossi came to BOK Financial from PNC Financial Services where he was a Senior Vice President and led human resource efforts related to large acquisitions and realignments, workforce planning, organizational change, compensation and benefits, as well as talent acquisition and development. Mr. Grossi arrived at PNC by way of its acquisition of National City Bank in 2008, where he was the human resource business partner for mortgage, finance and corporate operations information services. Prior to joining National City in December 2002, Mr. Grossi owned Capital Consultants, an HR consulting firm that specialized in the design of human capital strategies that link to and drive business results. Mr. Grossi joined BOK Financial in 2011. | |
Rebecca D. Keesling | |
Executive Vice President and Chief Auditor | |
Rebecca D. Keesling, age 43, is Executive Vice President and Chief Auditor for BOK Financial Corporation, responsible for ensuring the Company’s internal controls are designed properly and operating effectively and performing independent assessments of the Company’s compliance with various laws and regulations. Previously, Ms. Keesling was Senior Vice President and Manager of Loan Portfolio Reporting, where she managed a team responsible for financial reporting as it pertained to the loan portfolio and allowance for credit losses. Ms. Keesling joined BOK Financial in 2004 as Vice President and Corporate Audit Manager. Prior to joining BOK Financial, Ms. Keesling spent 10 years in the public accounting industry primarily with Ernst & Young LLP auditing private and publicly owned companies. | |
Stacy C. Kymes | |
Executive Vice President, Corporate Banking | |
Stacy C. Kymes, age 45, is Executive Vice President, Corporate Banking for BOK Financial. Mr. Kymes oversees all the specialized banking areas within the Commercial Banking division, including energy, commercial real estate, healthcare and commercial strategies. He also has oversight for TransFund, the eighth largest ATM network in the US. Prior to his appointment to his current position in 2015, Mr. Kymes served as Chief Credit Officer and was responsible for all aspects of credit administration for BOK Financial, including credit approval, policy administration, loan portfolio reporting, loan and appraisal review, and loan workouts. Mr. Kymes joined BOK Financial in 1996 and has held a number of positions in various areas of the company’s finance and credit divisions. In 2008, Mr. Kymes was named Treasurer, overseeing all asset-liability management, liquidity, capital management and securities portfolio management. He moved to Credit Administration a year later as part of a defined succession plan as Assistant Chief Credit Officer before assuming the Chief Credit Officer role in 2013. | |
Marc C. Maun | |
Executive Vice President and Chief Credit Officer | |
Marc C. Maun, age 57, is Executive Vice President, Chief Credit Officer. Most recently, Mr. Maun served BOK Financial for two years as the Chairman and CEO of Bank of Oklahoma, Oklahoma City. Since joining BOK Financial in 1985, Mr. Maun has overseen significant business divisions such as Treasury, International Banking, Mergers and Acquisitions, Corporate Banking and Correspondent Banking. Before moving to Oklahoma City in 2013, Mr. Maun was chairman and CEO of Bank of Kansas City. |
John C. Morrow | |
Senior Vice President and Chief Accounting Officer | |
John C. Morrow, age 60, is Senior Vice President and Chief Accounting Officer. Mr. Morrow is currently responsible for the Company’s financial reporting and accounting policies, internal controls over financial reporting, corporate tax, and accounting operations. He joined BOK Financial as financial reporting manager in 1993 and became chief accounting officer in 2009. He was previously with Ernst & Young LLP for 10 years primarily serving public and privately owned financial institutions. | |
Steven E. Nell | |
Executive Vice President and Chief Financial Officer | |
Steven E. Nell, age 54, is Executive Vice President and Chief Financial Officer for BOK Financial and BOKF, NA. Mr. Nell is responsible for all accounting and financial reporting, tax, capital markets, mergers and acquisitions, and investor relations. Mr. Nell joined BOK Financial in 1992 as manager of management accounting. He was named controller of management accounting in 1996 and corporate controller in 1999. He became Chief Financial Officer in 2001. Before joining BOK Financial in 1992, Mr. Nell was with Ernst & Young LLP for eight years auditing public and private companies. | |
Donald T. Parker | |
Executive Vice President, Chief Risk Officer and Chief Information Officer | |
Donald T. Parker, age 55, is Executive Vice President, Chief Risk Officer and Chief Information Officer of BOK Financial. Mr. Parker joined BOK Financial in 2005 and is responsible for all risk and compliance functions, as well as technology, information security, operations, real estate management, and procurement of BOK Financial. Prior to joining BOK Financial, Mr. Parker was Senior Vice President and Director of Information Services at Comerica Bank where he was responsible for leading technology-related functions and also served as the corporate information security officer. Before that, Mr. Parker was Senior Vice President and General Manager of Consolidation Services at National City Incorporated in Cleveland, Ohio. | |
Patrick E. Piper | |
Executive Vice President, Consumer Banking Services | |
Patrick E. Piper, age 56, is Executive Vice President, Consumer Banking Services. His responsibilities include all retail delivery and mortgage channels operating under seven brands across eight states, and encompass the full spectrum of the business unit’s sales, strategy and operations. He is also responsible for BOK Financial’s corporate marketing division. Mr. Piper began his career at Bank of Oklahoma in the operations area. Since that time, he has served as manager of consumer banking operations and led a number of significant technology upgrades, introduced new delivery channels and directed the consumer banking integration of more than 20 bank acquisitions across six states. Prior to his current position, he served as the head of consumer banking since 2008. Mr. Piper has been with BOK Financial since 1982. |
▪ | Reward sustained, above peer performance |
▪ | Encourage both individual performance and teamwork |
▪ | Link compensation to operational and strategic results |
▪ | Align executive interests with shareholder interests |
▪ | Keep BOK Financial compensation competitive with peer banks |
▪ | Create long-term commitment to the Company |
▪ | Salary |
▪ | Executive Incentive Compensation (annual and long-term) |
▪ | 401(k) |
Executive Name | Multiple of Base Salary |
Steven G. Bradshaw | 6 X base salary |
Steven E. Nell | 5 X base salary |
Norman P. Bagwell | 4 X base salary |
Stacy C. Kymes | 4 X base salary |
Donald T. Parker | 4 X base salary |
Financial Institution | |
SVB Financial Group | |
Regions Financial Corporation | Synovus Financial Corp. |
Northern Trust Corporation | East West Bancorp, Inc. |
KeyCorp | Cullen/Frost Bankers, Inc. |
M&T Bank | |
Comerica | |
Huntington | |
Zions | |
First Niagara Financial Group, Inc. | |
City |
Associated | Regions Financial Corporation | ||
Astoria Financial Corporation | FirstMerit Corporation | SunTrust Banks, Inc. | |
BancorpSouth, Inc. | Fulton Financial Corporation | SVB Financial Group | |
Bank of Hawaii Corporation | Hancock Holding Company | Synovus Financial Corp. | |
BB&T Corporation | Hudson City Bancorp, Inc. | TCF Financial Corporation | |
Cathay General Bancorp | Huntington Bancshares Incorporated | Trustmark Corporation | |
City National Corporation | International Bancshares Corporation | U.S. Bancorp | |
Comerica Incorporated | KeyCorp | Valley National Bancorp | |
Commerce Bancshares, Inc. | M&T Bank Corporation | Washington Federal, Inc. | |
Cullen/Frost | |||
East West Bancorp, Inc. | Wells Fargo & Company | ||
People's United Financial, Inc. | Westamerica Bancorporation | ||
First Citizens Bancshares | PNC Financial Services Group, Inc. | Zions Bancorporation | |
First Horizon National Corporation |
Executive Name | BOKF Base Pay Compared to Peer Group Median for Comparable Executive Position |
Steven G. Bradshaw(1) | |
Steven E. Nell | |
Norman P. Bagwell(2) | |
Stacy C. Kymes | 99.07% |
Donald T. Parker | 89.62% |
(i) | The target Annual Incentive Bonus for each named executive is determined annually by the Committee and is a percentage of base salary. The Committee reviews the median Annual Incentive Bonus for named executives’ Comparable Executive Position and adjusts the target Annual Incentive Bonus based upon factors determined by the Committee such as years in the position, responsibilities and performance (the “Annual Incentive Target”). A named executive is entitled to up to 200% of his Annual Incentive Target if the Company’s earnings per share for the performance period equals or exceeds $1.00 per share. The Committee may decrease the payout of the Annual Incentive Bonus based upon Earnings per Share Performance (described below) and Business Unit Performance (described below) or such other factors as determined by the Committee. |
(ii) | “Earnings Per Share Performance” is the percentile ranking of the Company after (a) calculating the two year average |
(iii) |
(iv) |
(v) |
Annual Incentive Bonus Factors | ||||||||||
Executive Name | Target Award % of Base | BOKF EPS Growth | Business Unit | Strategic Objectives | Final Payouts (3) | |||||
Weight | Achieved (%) (1) | Weight | Achieved (%) | Weight | Achieved (%)(2) | ($) | % of Base | |||
Steven G. Bradshaw | 100% | 80% | —% | —% | —% | 20% | 110% | $181,280 | 22% | |
Steven E. Nell | 60% | 80% | —% | —% | —% | 20% | 120% | $74,160 | 24% | |
Norman P. Bagwell | 90% | 40% | —% | 40% | 111% | 20% | 110% | $260,661 | 67% | |
Stacy C. Kymes(4) | 90% | 40% | —% | 40% | 174% | 20% | 120% | $337,176 | 94% | |
Donald T. Parker | 70% | 50% | —% | 30% | 99% | 20% | 100% | $156,366 | 50% |
(i) | The |
(ii) | The Long Term Incentive Compensation awarded to each named executive |
(iii) | For 2015, the named executives were awarded the following percentage of Long Term Incentive Compensation: |
Executive Name | 2014 LTI Target (as a % of base) | Performance-Based (as a % of target) | Service-Based (as a % of target) |
Steven G. Bradshaw | 261% | 77% | 23% |
Steven E. Nell | 178% | 43% | 57% |
Norman P. Bagwell | 174% | 42% | 58% |
Stacy C. Kymes | 172% | 45% | 55% |
Donald T. Parker | 166% | 47% | 53% |
(i) | “Long Term Incentive EPS Performance” is the percentile ranking of the Company after (a) calculating the trailing three-year period earnings per share growth (determined as of the second anniversary of the end of the year in respect of which the performance-based restricted stocks were awarded) (the “Three Year EPS Average Growth”) for each Performance Peer and for the Company and (b) ranking the Company’s Three Year EPS Average Growth compared to the Performance Peers’ Three Year EPS Growth Average, starting with the highest Three Year EPS Average Growth and ending with the lowest Three Year EPS Average Growth. |
(ii) | Each annual award of performance-based restricted stocks is reviewed for performance as of the second year-end anniversary of the year in respect of which the performance-based restricted stocks were awarded (the “Reviewed Restricted Stocks”). A named executive |
(iii) | In the event that the Long Term Incentive EPS Performance is such that performance exceeds the target grant (e.g. 120% of target), the named executive receives an additional grant of performance-based restricted stock that equals the difference between the number of performance-based restricted stock that was granted at target and that which was earned pursuant to the immediately preceding paragraph (ii) (e.g. 20%) (the “Shares Exceeding Target”). The vesting and transfer restrictions on the Shares Exceeding Target shall be |
(iv) | To the extent |
Plan Category | Number of securities to be issued upon exercise of outstanding options, warrants, and rights | Weighted-average exercise price of outstanding options, warrants, and rights | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in the first column)(1) | Number of securities to be issued upon exercise of outstanding options, warrants, and rights | Weighted-average exercise price of outstanding options, warrants, and rights | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in the first column) (1) | ||
Equity compensation plans approved by security holders: stock options and restricted shares | 1,890,786 | $48.29 | 4,352,290 | |||||
Non-vested common shares | 592,831 | Not applicable | ||||||
Equity compensation plans approved by security holders: | ||||||||
(a) Stock options | 480,035 | $49.75 | 2,996,456 | |||||
(b) Non-vested common shares | 789,685 | Not applicable | Not applicable | |||||
Sub-total | 2,483,617 | 4,352,290 | 1,269,720 | 2,996,456 | ||||
Equity compensation plans not approved by security holders | None | None | None | None | ||||
Total | 2,483,617 | 4,352,290 | 1,269,720 | 2,996,456 |
(1) | Includes 408,919 shares of common stock which may be awarded pursuant to the BOK Financial Directors Stock Compensation Plan. |
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) |
Name and Principal Position | Year | Salary ($) | Bonus ($) | Stock Awards ($)(1) | Option Award ($)(2)(3) | Non-Equity Incentive Plan Compensation ($)(4) | Change in Pension Value & Nonqualified Deferred Compensation Earnings ($)(5) | All Other Compensation ($)(6) | Total ($) |
Stanley A. Lybarger President & Chief Executive Officer, BOK Financial and BOKF | 2012 | $849,314 | $0 | $1,469,939 | $0 | $978,169 | $1,973,239 | $41,613 | $5,312,274 |
2011 | $828,600 | $0 | $828,618 | $1,105,604 | $0 | $103,012 | $41,178 | $2,907,012 | |
2010 | $828,600 | $173 | $1,988,640 | $230,665 | $1,242,900 | $2,342,844 | $29,400 | $6,663,222 | |
Steven E. Nell Executive Vice President, Chief Financial Officer, BOK Financial and BOKF | 2012 | $413,439 | $0 | $180,529 | $99,519 | $321,431 | $16,585 | $30,000 | $1,061,503 |
2011 | $405,001 | $0 | $0 | $572,907 | $0 | $4,712 | $29,400 | $1,012,019 | |
2010 | $402,500 | $147 | $231,260 | $315,008 | $405,000 | $37,528 | $29,400 | $1,420,843 | |
Daniel H. Ellinor Senior Executive Vice President, BOKF | 2012 | $466,377 | $0 | $592,658 | -$16,927 | $415,888 | $1,712 | $25,920 | $1,485,628 |
2011 | $455,001 | $0 | $308,688 | $291,432 | $259,772 | -$5,165 | $24,748 | $1,334,475 | |
2010 | $452,500 | $147 | $531,263 | $66,982 | $487,948 | $7,382 | $25,854 | $1,572,076 | |
Steven G. Bradshaw Senior Executive Vice President, BOKF | 2012 | $466,377 | $0 | $437,413 | $131,895 | $382,462 | $12,091 | $41,862 | $1,472,100 |
2011 | $455,001 | $0 | $306,216 | $289,361 | $273,000 | -$8,352 | $39,946 | $1,355,172 | |
2010 | $452,500 | $147 | $356,876 | $299,427 | $546,000 | $35,975 | $34,170 | $1,725,095 | |
Norman P. Bagwell Chief Executive Officer, Bank of Texas (7) | 2012 | $389,546 | $0 | $397,056 | -$10,897 | $281,064 | $0 | $25,473 | $1,082,242 |
Executive Name and Principal Position | Year | Salary ($) | Bonus ($) | Stock Awards ($)(1) | Option Award ($)(2) | Non-Equity Incentive Plan Compensation ($)(3) | Change in Pension Value & Nonqualified Deferred Compensation Earnings ($)(4) | All Other Compensation ($)(5) | Total ($) | ||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | ||||||||||||||||
Steven G. Bradshaw | 2015 | $ | 824,000 | $ | — | $ | 2,148,000 | $ | — | $ | 181,200 | $ | 7,197 | $ | 34,800 | $ | 3,195,197 | ||||||||
President & Chief Executive Officer | 2014 | $ | 800,000 | $ | — | $ | 4,610,626 | $ | — | $ | 5,204,968 | $ | 32,911 | $ | 34,526 | $ | 10,683,031 | ||||||||
2013 | $ | 484,275 | $ | — | $ | 229,091 | $ | 229,063 | $ | 248,085 | $ | 24,943 | $ | 47,068 | $ | 1,262,525 | |||||||||
Steven E. Nell | 2015 | $ | 515,000 | $ | — | $ | 916,500 | $ | — | $ | 74,160 | $ | 3,866 | $ | 33,600 | $ | 1,543,126 | ||||||||
Executive Vice President, Chief Financial Officer | 2014 | $ | 490,700 | $ | — | $ | 3,147,557 | $ | — | $ | 4,530,966 | $ | 10,398 | $ | 31,200 | $ | 8,210,821 | ||||||||
2013 | $ | 439,354 | $ | — | $ | 248,991 | $ | 248,964 | $ | 259,838 | $ | 26,119 | $ | 30,600 | $ | 1,253,866 | |||||||||
Norman P. Bagwell | 2015 | $ | 435,000 | $ | — | $ | 756,750 | $ | — | $ | 260,661 | $ | — | $ | 19,067 | $ | 1,471,478 | ||||||||
Executive Vice President, Chief Executive Officer of Bank of Texas | 2014 | $ | 421,750 | $ | — | $ | 1,816,382 | $ | — | $ | 2,869,454 | $ | — | $ | 18,647 | $ | 5,126,233 | ||||||||
2013 | $ | 403,054 | $ | — | $ | 429,254 | $ | — | $ | 209,681 | $ | — | $ | 211,458 | $ | 1,253,447 | |||||||||
Stacy C. Kymes | 2015 | $ | 400,000 | $ | — | $ | 687,000 | $ | — | $ | 337,176 | $ | 1,461 | $ | 38,030 | $ | 1,463,667 | ||||||||
Executive Vice President, Chief Credit Officer(6) | |||||||||||||||||||||||||
Donald T. Parker | 2015 | $ | 450,000 | $ | — | $ | 745,000 | $ | — | $ | 156,366 | $ | — | $ | 15,900 | $ | 1,367,266 | ||||||||
Executive Vice President, Chief Risk Officer & Chief Information Officer (6) | 2014 | $ | 435,333 | $ | — | $ | 2,151,612 | $ | — | $ | 3,641,926 | $ | — | $ | 15,600 | $ | 6,244,471 | ||||||||
(1) | The amounts in column (e) are the grant date fair value of the non-vested stock awards. |
(2) | The amounts in column (f) are the grant date fair value of the non-vested option awards. |
(3) |
Name | Stock Options 2009 Adjustment Value | Stock Options 2012 Grant Value | Option Award Total (column (f) above) | Stock Awards 2009 Adjustment Value | Stock Awards 2012 Grant Value | Stock Award Total (column (e) above) |
Stanley A. Lybarger | $0 | $0 | $0 | $596,589 | $873,350 | $1,469,939 |
Steven E. Nell | -$14,397 | $113,916 | $99,519 | $66,593 | $113,936 | $180,529 |
Daniel H. Ellinor | -$16,927 | $0 | -$16,927 | $295,802 | $296,856 | $592,658 |
Steven G. Bradshaw | -$16,541 | $148,436 | $131,895 | $288,985 | $148,428 | $437,413 |
Norman P. Bagwell | -$10,897 | $0 | -$10,897 | $190,397 | $206,659 | $397,056 |
Name | Stock Options 2008 Adjustment Value | Stock Options 2011 Grant Value | Option Award Total (column (f) above) | Stock Awards 2008 Adjustment Value | Stock Awards 2011 Grant Value | Stock Award Total (column (e) above) |
Stanley A. Lybarger | $0 | $1,105,604 | $1,105,604 | $828,618 | $0 | $828,618 |
Steven E. Nell | $143,418 | $429,489 | $572,907 | $0 | $0 | $0 |
Daniel H. Ellinor | $85,216 | $206,216 | $291,432 | $102,493 | $206,195 | $308,688 |
Steven G. Bradshaw | $83,145 | $206,216 | $289,361 | $100,021 | $206,195 | $306,216 |
The amounts in column (g) reflect the annual cash awards made pursuant to the Executive Incentive Plan, which is discussed in further detail on page |
The amounts in column (h) for |
The amounts in column (i) for |
Option Awards | Stock Awards | ||||||
(a) | (b) | (c) | (d) | (e) | |||
Name | Number of Shares Acquired on Exercise (#) | Value Realized on Exercise ($) | Number of Shares Acquired on Vesting (#) | Value Realized on Vesting ($) | |||
Stanley A. Lybarger | 31,174(1) | $1,855,520(1) | 35,035 | $2,793,580 | |||
Steven E. Nell | 3,693 | $ | 308,401 | 0 | $0 | ||
Daniel H. Ellinor | 27,052 | $ | 421,231 | 4,333 | $345,549 | ||
Steven G. Bradshaw | 7,796 | $ | 639,667 | 4,228 | $337,162 | ||
Norman P. Bagwell | 2,335 | $ | 191,927 | 0 | $0 |
Option Awards | Stock Awards | |||||||||
(a) | (b) | (c) | (d) | (e) | ||||||
Executive Name | Number of Shares Acquired on Exercise (#) | Value Realized on Exercise ($) | Number of Shares Acquired on Vesting (#) | Value Realized on Vesting ($) | ||||||
Steven G. Bradshaw | 15,581 | $ | 300,060 | 7,796 | $ | 466,123 | ||||
Steven E. Nell | 26,625 | $ | 509,877 | 4,467 | $ | 267,082 | ||||
Norman P. Bagwell | 1,600 | $ | 19,136 | 10,088 | $ | 603,162 | ||||
Stacy C. Kymes | 12,280 | $ | 219,956 | 1,779 | $ | 95,621 | ||||
Donald T. Parker | 41,439 | $ | 841,033 | 5,706 | $ | 341,162 |
Estimated Future Payouts Under Non-Equity Incentive Plan Awards | Estimated Future Payouts Under Equity Incentive Plan Awards | |||||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | (k) | (l) | |||||||||
EMPLOYEE NAME | Grant Date (m/dd/yy) | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#) | Maximum (#) | All Other Stock Awards: Number of Shares of Stock or Units (#) | All Other Option Awards: Number of Securities Under-lying Options (#) | Exercise or Base Price of Option Award ($/sh)(5) | Grant Date Fair Value of Stock and Option Awards ($)(6) | |||||||||
Stanley A. Lybarger (1) | $0 | $978,169 | $ | 978,169 | ||||||||||||||||
1/13/2012 (4) | 14,863 | $ | 873,350 | |||||||||||||||||
Steven E. Nell (1) | $0 | $ | 321,431 | $ | 321,431 | |||||||||||||||
1/13/2012 (3) | 9,923 | $ | 58.76 | $ | 113,916 | |||||||||||||||
1/13/2012 (4) | 1,939 | $ | 113,936 | |||||||||||||||||
Daniel H. Ellinor(1) | $0 | $ | 192,799 | $ | 192,799 | |||||||||||||||
(2) | $46,396 | $ | 140,595 | $ | 281,190 | |||||||||||||||
1/13/2012 (4) | 5,052 | $ | 296,856 | |||||||||||||||||
Steven G. Bradshaw(1) | $0 | $ | 192,799 | $ | 192,799 | |||||||||||||||
(2) | $46,396 | $ | 140,595 | $ | 281,190 | |||||||||||||||
1/13/2012 (3) | 12,930 | $ | 58.76 | $ | 148,436 | |||||||||||||||
1/13/2012 (4) | 2,526 | $ | 148,428 | |||||||||||||||||
Norman P. Bagwell(1) | $0 | $ | 113,721 | $ | 113,721 | |||||||||||||||
(2) | $32,243 | $ | 97,706 | $ | 195,412 | |||||||||||||||
1/13/2012 (4) | 3,517 | $ | 206,659 |
Estimated Future Payouts Under Non-Equity Incentive Plan Awards | Estimated Future Payouts Under Equity Incentive Plan Awards | ||||||||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | (k) | (l) | ||||||||||||
Executive Name | Grant Date (m/dd/yy) | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#) | Maximum (#) | All Other Stock Awards: Number of Shares of Stock or Units (#) | All Other Option Awards: Number of Securities Under-lying Options (#) | Exercise or Base Price of Option Award ($/sh) | Grant Date Fair Value of Stock and Option Awards ($)(8) | ||||||||||||
Steven G. Bradshaw | (1) | $ | 217,536 | $ | 659,200 | $ | 1,318,400 | ||||||||||||||||
(2) | $ | 164,800 | $ | 197,760 | |||||||||||||||||||
1/9/2015 (5) | 9,794 | 29,678 | 59,356 | 29,678 | $ | 1,648,019 | |||||||||||||||||
1/9/2015 (6) | 9,004 | $ | 499,992 | ||||||||||||||||||||
Steven E. Nell | (1) | $ | 81,576 | $ | 247,200 | $ | 494,400 | ||||||||||||||||
(2) | $ | 61,800 | $ | 74,160 | |||||||||||||||||||
1/9/2015 (5) | 2,357 | 7,141 | 14,282 | 7,141 | $ | 396,540 | |||||||||||||||||
1/9/2015 (6) | 9,363 | $ | 519,927 | ||||||||||||||||||||
Norman P. Bagwell | (1) | $ | 51,678 | $ | 156,600 | $ | 313,200 | ||||||||||||||||
(2) | $ | 78,300 | $ | 93,960 | |||||||||||||||||||
(3) | $ | 51,678 | $ | 156,600 | $ | 313,200 | |||||||||||||||||
1/9/2015 (5) | 1,900 | 5,758 | 11,516 | 5,758 | $ | 319,742 | |||||||||||||||||
1/9/2015 (6) | 5,169 | $ | 287,035 | ||||||||||||||||||||
3/31/2015 (7) | 2,450 | $ | 149,989 | ||||||||||||||||||||
Stacy C. Kymes | (1) | $ | 47,520 | $ | 144,000 | $ | 288,000 | ||||||||||||||||
(2) | $ | 72,000 | $ | 86,400 | |||||||||||||||||||
(3) | $ | 47,520 | $ | 144,000 | $ | 288,000 | |||||||||||||||||
1/9/2015 (5) | 1,818 | 5,509 | 11,018 | 5,509 | $ | 305,915 | |||||||||||||||||
1/9/2015 (6) | 6,863 | $ | 381,102 | ||||||||||||||||||||
Donald T. Parker | (1) | $ | 51,975 | $ | 157,500 | $ | 315,000 | ||||||||||||||||
(2) | $ | 63,000 | $ | 75,600 | |||||||||||||||||||
(4) | $ | 31,185 | $ | 94,500 | $ | 189,000 | |||||||||||||||||
1/9/2015 (5) | 2,059 | 6,240 | 12,480 | 6,240 | $ | 346,507 | |||||||||||||||||
1/9/2015 (6) | 7,176 | $ | 398,483 |
(1) |
(2) | Represents annual incentive targets for achievement of Strategic Objectives established by the Committee on February 24, 2015 for service performed in 2015. The named executives were eligible to receive 20% of their annual incentive based on Strategic Objective goal achievement. |
(3) | Represents annual incentive targets for Business Unit Annual Incentive Bonus for |
(4) | Represents annual incentive targets for Annual Incentive Bonus for Parker established by the Independent Compensation Committee on February |
Option Awards | Stock Awards | ||||||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | ||||||||||||
Name | Number of Securities Underlying Unexercised Options Exercisable (#)(1) | Number of Securities Underlying Unexercised Options Unexercisable (#)(1) | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)(2) | Option Exercise Price ($) | Option Expiration Date (m/dd/yy) | Number of Shares or Units of Stock That Have Not Vested (#)(3) | Market Value of Shares or Units of Stock That Have Not Vested ($)(4) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested ($)(5) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(4) | ||||||||||||
Stanley A. Lybarger | — | 11,196 | — | $ | 47.05 | 1/5/2016 | — | — | — | — | |||||||||||
Stanley A. Lybarger | 7,464 | — | — | $ | 54.33 | 1/11/2015 | — | — | — | — | |||||||||||
Stanley A. Lybarger | — | 9,975 | — | $ | 54.33 | 1/11/2016 | — | — | — | — | |||||||||||
Stanley A. Lybarger | — | 9,975 | — | $ | 54.33 | 1/11/2017 | — | — | — | — | |||||||||||
Stanley A. Lybarger | 13,249 | — | — | $ | 55.94 | 1/13/2015 | — | — | — | — | |||||||||||
Stanley A. Lybarger | — | 13,249 | — | $ | 55.94 | 1/13/2016 | — | — | — | — | |||||||||||
Stanley A. Lybarger | — | 13,250 | — | $ | 55.94 | 1/13/2017 | — | — | — | — | |||||||||||
Stanley A. Lybarger | — | 13,250 | — | $ | 55.94 | 1/13/2018 | — | — | — | — | |||||||||||
Stanley A. Lybarger | — | 13,250 | — | $ | 55.94 | 1/13/2019 | — | — | — | — | |||||||||||
Stanley A. Lybarger | — | 13,250 | — | $ | 55.94 | 1/13/2020 | — | — | — | — | |||||||||||
Stanley A. Lybarger | — | 13,254 | — | $ | 55.94 | 1/13/2021 | — | — | — | — | |||||||||||
Stanley A. Lybarger | — | — | — | 1/9/2014 | 61,495 | $ | 3,349,018 | — | — | ||||||||||||
Stanley A. Lybarger | — | — | — | 1/20/2015 | — | — | 34,310 | $ | 1,868,523 | ||||||||||||
Stanley A. Lybarger | — | — | — | 1/20/2017 | 14,863 | $ | 809,439 | — | — | ||||||||||||
Steven E. Nell | 3,728 | — | — | $ | 36.65 | 1/8/2014 | — | — | — | — | |||||||||||
Steven E. Nell | 3,728 | — | — | $ | 36.65 | 1/8/2015 | — | — | — | — | |||||||||||
Steven E. Nell | — | 3,729 | — | $ | 36.65 | 1/8/2016 | — | — | — | — | |||||||||||
Steven E. Nell | — | 3,729 | — | $ | 36.65 | 1/8/2017 | — | — | — | — | |||||||||||
Steven E. Nell | — | 3,728 | — | $ | 36.65 | 1/8/2018 | — | — | — | — | |||||||||||
Steven E. Nell | — | 3,729 | — | $ | 36.65 | 1/8/2019 | — | — | — | — | |||||||||||
Steven E. Nell | 1,850 | — | — | $ | 37.74 | 1/6/2014 | — | — | — | — |
Option Awards | Stock Awards | ||||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | ||||||||||
Executive Name | Number of Securities Underlying Unexercised Options Exercisable (#)(1) | Number of Securities Underlying Unexercised Options Unexercisable (#)(1) | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)(2) | Option Exercise Price ($) | Option Expiration Date (m/dd/yy) | Number of Shares or Units of Stock That Have Not Vested (#)(3) | Market Value of Shares or Units of Stock That Have Not Vested ($)(4) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)(5) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(4) | ||||||||||
Steven G. Bradshaw | 4,283 | $ | 36.65 | 1/8/19 | |||||||||||||||
3,384 | $ | 55.74 | 1/10/19 | ||||||||||||||||
3,384 | $ | 55.74 | 1/10/20 | ||||||||||||||||
3,384 | $ | 55.74 | 1/10/21 | ||||||||||||||||
3,384 | $ | 55.74 | 1/10/22 | ||||||||||||||||
3,384 | $ | 55.74 | 1/10/23 | ||||||||||||||||
2,472 | $ | 55.94 | 1/13/19 | ||||||||||||||||
2,472 | $ | 55.94 | 1/13/20 | ||||||||||||||||
2,472 | $ | 55.94 | 1/13/21 | ||||||||||||||||
1,847 | $ | 58.76 | 1/12/19 | ||||||||||||||||
1,847 | $ | 58.76 | 1/12/20 | ||||||||||||||||
1,847 | $ | 58.76 | 1/12/21 | ||||||||||||||||
1,848 | $ | 58.76 | 1/12/22 | ||||||||||||||||
1/20/17 | 2,526 | $ | 151,030 | ||||||||||||||||
2/28/17 | 24,856 | $ | 1,486,140 | ||||||||||||||||
2/14/18 | 29,678 | $ | 1,774,448 | ||||||||||||||||
2/15/18 | 9,004 | $ | 538,349 | ||||||||||||||||
Total | 36,008 | 11,530 | $ | 689,379 | 54,534 | $ | 3,260,588 | ||||||||||||
Steven E. Nell | 3,729 | $ | 36.65 | 1/8/17 | |||||||||||||||
3,728 | $ | 36.65 | 1/8/18 | ||||||||||||||||
3,729 | $ | 36.65 | 1/8/19 | ||||||||||||||||
6,202 | $ | 48.46 | 1/10/17 | ||||||||||||||||
6,202 | $ | 48.46 | 1/10/18 | ||||||||||||||||
4,741 | $ | 54.33 | 1/11/17 | ||||||||||||||||
3,678 | $ | 55.74 | 1/10/17 | ||||||||||||||||
3,678 | $ | 55.74 | 1/10/18 | ||||||||||||||||
3,678 | $ | 55.74 | 1/10/19 | ||||||||||||||||
3,678 | $ | 55.74 | 1/10/20 | ||||||||||||||||
3,678 | $ | 55.74 | 1/10/21 | ||||||||||||||||
3,678 | $ | 55.74 | 1/10/22 | ||||||||||||||||
3,678 | $ | 55.74 | 1/10/23 | ||||||||||||||||
5,147 | $ | 55.94 | 1/13/17 | ||||||||||||||||
5,147 | $ | 55.94 | 1/13/18 | ||||||||||||||||
5,147 | $ | 55.94 | 1/13/19 | ||||||||||||||||
5,148 | $ | 55.94 | 1/13/20 | ||||||||||||||||
5,148 | $ | 55.94 | 1/13/21 |
Option Awards | Stock Awards | ||||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | ||||||||||
Name | Number of Securities Underlying Unexercised Options Exercisable (#)(1) | Number of Securities Underlying Unexercised Options Unexercisable (#)(1) | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)(2) | Option Exercise Price ($) | Option Expiration Date (m/dd/yy) | Number of Shares or Units of Stock That Have Not Vested (#)(3) | Market Value of Shares or Units of Stock That Have Not Vested ($)(4) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested ($)(5) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(4) | ||||||||||
Steven E. Nell | 5,389 | — | — | $ | 47.05 | 1/5/2014 | — | — | — | — | |||||||||
Steven E. Nell | 5,390 | — | — | $ | 47.05 | 1/5/2015 | — | — | — | — | |||||||||
Steven E. Nell | — | 5,390 | — | $ | 47.05 | 1/5/2016 | — | — | — | — | |||||||||
Steven E. Nell | 4,874 | — | — | $ | 47.34 | 1/6/2014 | — | — | — | — | |||||||||
Steven E. Nell | 4,875 | — | — | $ | 47.34 | 1/6/2015 | — | — | — | — | |||||||||
Steven E. Nell | — | — | 2,885 | $ | 48.30 | 1/14/2014 | — | — | — | — | |||||||||
Steven E. Nell | — | — | 2,885 | $ | 48.30 | 1/14/2015 | — | — | — | — | |||||||||
Steven E. Nell | — | — | 2,886 | $ | 48.30 | 1/14/2016 | — | — | — | — | |||||||||
Steven E. Nell | — | — | 2,885 | $ | 48.30 | 1/14/2017 | — | — | — | — | |||||||||
Steven E. Nell | — | — | 2,885 | $ | 48.30 | 1/14/2018 | — | — | — | — | |||||||||
Steven E. Nell | — | — | 2,885 | $ | 48.30 | 1/14/2019 | — | — | — | — | |||||||||
Steven E. Nell | — | — | 2,885 | $ | 48.30 | 1/14/2020 | — | — | — | — | |||||||||
Steven E. Nell | 6,202 | — | — | $ | 48.46 | 1/10/2014 | — | — | — | — | |||||||||
Steven E. Nell | 6,201 | — | — | $ | 48.46 | 1/10/2015 | — | — | — | — | |||||||||
Steven E. Nell | — | 6,202 | — | $ | 48.46 | 1/10/2016 | — | — | — | — | |||||||||
Steven E. Nell | — | 6,202 | — | $ | 48.46 | 1/10/2017 | — | — | — | — | |||||||||
Steven E. Nell | — | 6,202 | — | $ | 48.46 | 1/10/2018 | — | — | — | — | |||||||||
Steven E. Nell | 4,740 | — | — | $ | 54.33 | 1/11/2013 | — | — | — | — | |||||||||
Steven E. Nell | 4,740 | — | — | $ | 54.33 | 1/11/2014 | — | — | — | — | |||||||||
Steven E. Nell | 4,740 | — | — | $ | 54.33 | 1/11/2015 | — | — | — | — | |||||||||
Steven E. Nell | — | 4,740 | — | $ | 54.33 | 1/11/2016 | — | — | — | — | |||||||||
Steven E. Nell | — | 4,741 | — | $ | 54.33 | 1/11/2017 | — | — | — | — | |||||||||
Steven E. Nell | 5,147 | — | — | $ | 55.94 | 1/13/2015 | — | — | — | — | |||||||||
Steven E. Nell | — | 5,147 | — | $ | 55.94 | 1/13/2016 | — | — | — | — | |||||||||
Steven E. Nell | — | 5,147 | — | $ | 55.94 | 1/13/2017 | — | — | — | — |
Option Awards | Stock Awards | |||||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | |||||||||||
Executive Name | Number of Securities Underlying Unexercised Options Exercisable (#)(1) | Number of Securities Underlying Unexercised Options Unexercisable (#)(1) | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)(2) | Option Exercise Price ($) | Option Expiration Date (m/dd/yy) | Number of Shares or Units of Stock That Have Not Vested (#)(3) | Market Value of Shares or Units of Stock That Have Not Vested ($)(4) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)(5) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(4) | |||||||||||
Steven E. Nell | 1,417 | $ | 58.76 | 1/12/2017 | ||||||||||||||||
1,417 | $ | 58.76 | 1/12/2018 | |||||||||||||||||
1,418 | $ | 58.76 | 1/12/2019 | |||||||||||||||||
1,418 | $ | 58.76 | 1/12/2020 | |||||||||||||||||
1,418 | $ | 58.76 | 1/12/2021 | |||||||||||||||||
1,418 | $ | 58.76 | 1/12/2022 | |||||||||||||||||
1/20/2017 | 1,939 | $ | 115,933 | |||||||||||||||||
2/28/2017 | 2,194 | $ | 131,179 | |||||||||||||||||
2/28/2017 | 5,120 | $ | 306,125 | |||||||||||||||||
2/14/2018 | 7,141 | $ | 426,960 | |||||||||||||||||
2/15/2018 | 9,363 | $ | 559,814 | |||||||||||||||||
Total | 45,086 | 43,234 | 13,496 | $ | 806,926 | 12,261 | $ | 733,085 | ||||||||||||
Norman P. Bagwell | 2,857 | $ | 36.65 | 1/8/18 | ||||||||||||||||
2,857 | $ | 36.65 | 1/8/19 | |||||||||||||||||
1,600 | $ | 55.94 | 1/13/17 | |||||||||||||||||
1,600 | $ | 55.94 | 1/13/18 | |||||||||||||||||
1,601 | $ | 55.94 | 1/13/19 | |||||||||||||||||
1,601 | $ | 55.94 | 1/13/20 | |||||||||||||||||
1,601 | $ | 55.94 | 1/13/21 | |||||||||||||||||
1/20/17 | 3,517 | $ | 210,281 | |||||||||||||||||
2/28/17 | 1,984 | $ | 118,623 | |||||||||||||||||
2/28/17 | 4,630 | $ | 276,828 | |||||||||||||||||
2/14/18 | 5,758 | $ | 344,271 | |||||||||||||||||
2/15/18 | 7,619 | $ | 455,540 | |||||||||||||||||
Total | 6,057 | 7,660 | 13,120 | $ | 784,445 | 10,388 | $ | 621,099 | ||||||||||||
Stacy C. Kymes | 1,482 | $ | 36.65 | 1/8/2018 | ||||||||||||||||
1,482 | $ | 36.65 | 1/8/2019 | |||||||||||||||||
254 | $ | 48.30 | 1/14/2018 | |||||||||||||||||
254 | $ | 48.30 | 1/14/2019 | |||||||||||||||||
255 | $ | 48.30 | 1/14/2020 | |||||||||||||||||
1,582 | $ | 48.46 | 1/10/2018 | |||||||||||||||||
279 | $ | 55.94 | 1/13/2018 | |||||||||||||||||
279 | $ | 55.94 | 1/13/2019 | |||||||||||||||||
280 | $ | 55.94 | 1/13/2020 | |||||||||||||||||
280 | $ | 55.94 | 1/13/2021 | |||||||||||||||||
902 | $ | 58.76 | 1/12/2018 | |||||||||||||||||
902 | $ | 58.76 | 1/12/2019 | |||||||||||||||||
902 | $ | 58.76 | 1/12/2020 | |||||||||||||||||
902 | $ | 58.76 | 1/12/2021 | |||||||||||||||||
903 | $ | 58.76 | 1/12/2022 | |||||||||||||||||
2/3/2016 | 1,955 | $ | 116,889 | |||||||||||||||||
2/29/2016 | 2,691 | $ | 160,895 | |||||||||||||||||
2/2/2017 | 1,234 | $ | 73,781 | |||||||||||||||||
2/28/2017 | 1,769 | $ | 105,769 | |||||||||||||||||
2/28/2017 | 4,127 | $ | 246,753 |
Option Awards | Stock Awards | ||||||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | ||||||||||||
Name | Number of Securities Underlying Unexercised Options Exercisable (#)(1) | Number of Securities Underlying Unexercised Options Unexercisable (#)(1) | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)(2) | Option Exercise Price ($) | Option Expiration Date (m/dd/yy) | Number of Shares or Units of Stock That Have Not Vested (#)(3) | Market Value of Shares or Units of Stock That Have Not Vested ($)(4) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested ($)(5) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(4) | ||||||||||||
Steven E. Nell | — | 5,147 | — | $ | 55.94 | 1/13/2018 | — | — | — | — | |||||||||||
Steven E. Nell | — | 5,147 | — | $ | 55.94 | 1/13/2019 | — | — | — | — | |||||||||||
Steven E. Nell | — | 5,148 | — | $ | 55.94 | 1/13/2020 | — | — | — | — | |||||||||||
Steven E. Nell | — | 5,148 | — | $ | 55.94 | 1/13/2021 | — | — | — | — | |||||||||||
Steven E. Nell | — | 1,417 | — | $ | 58.76 | 1/12/2016 | — | — | — | — | |||||||||||
Steven E. Nell | — | 1,417 | — | $ | 58.76 | 1/12/2017 | — | — | — | — | |||||||||||
Steven E. Nell | — | 1,417 | — | $ | 58.76 | 1/12/2018 | — | — | — | — | |||||||||||
Steven E. Nell | — | 1,418 | — | $ | 58.76 | 1/12/2019 | — | — | — | — | |||||||||||
Steven E. Nell | — | 1,418 | — | $ | 58.76 | 1/12/2020 | — | — | — | — | |||||||||||
Steven E. Nell | — | 1,418 | — | $ | 58.76 | 1/12/2021 | — | — | — | — | |||||||||||
Steven E. Nell | — | 1,418 | — | $ | 58.76 | 1/12/2022 | — | — | — | — | |||||||||||
Steven E. Nell | — | — | — | 1/9/2014 | 6,865 | $ | 373,868 | — | — | ||||||||||||
Steven E. Nell | — | — | — | 1/20/2015 | — | — | 4,788 | $ | 260,754 | ||||||||||||
Steven E. Nell | — | — | — | 1/20/2017 | 1,939 | $ | 105,598 | — | — | ||||||||||||
Daniel H. Ellinor | 4,383 | — | — | $ | 36.65 | 1/8/2015 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 4,384 | — | $ | 36.65 | 1/8/2016 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 4,384 | — | $ | 36.65 | 1/8/2017 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 4,384 | — | $ | 36.65 | 1/8/2018 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 4,384 | — | $ | 36.65 | 1/8/2019 | — | — | — | — | |||||||||||
Daniel H. Ellinor | 3,252 | — | — | $ | 47.05 | 1/5/2014 | — | — | — | — | |||||||||||
Daniel H. Ellinor | 3,253 | — | — | $ | 47.05 | 1/5/2015 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 3,253 | — | $ | 47.05 | 1/5/2016 | — | — | — | — | |||||||||||
Daniel H. Ellinor | 3,168 | — | — | $ | 47.34 | 1/6/2014 | — | — | — | — | |||||||||||
Daniel H. Ellinor | 3,169 | — | — | $ | 47.34 | 1/6/2015 | — | — | — | — | |||||||||||
Daniel H. Ellinor | 3,685 | — | — | $ | 48.46 | 1/10/2014 | — | — | — | — |
Option Awards | Stock Awards | ||||||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | ||||||||||||
Name | Number of Securities Underlying Unexercised Options Exercisable (#)(1) | Number of Securities Underlying Unexercised Options Unexercisable (#)(1) | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)(2) | Option Exercise Price ($) | Option Expiration Date (m/dd/yy) | Number of Shares or Units of Stock That Have Not Vested (#)(3) | Market Value of Shares or Units of Stock That Have Not Vested ($)(4) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested ($)(5) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(4) | ||||||||||||
Daniel H. Ellinor | 3,685 | — | — | $ | 48.46 | 1/10/2015 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 3,685 | — | $ | 48.46 | 1/10/2016 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 3,685 | — | $ | 48.46 | 1/10/2017 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 3,686 | — | $ | 48.46 | 1/10/2018 | — | — | — | — | |||||||||||
Daniel H. Ellinor | 2,896 | — | — | $ | 54.33 | 1/11/2014 | — | — | — | — | |||||||||||
Daniel H. Ellinor | 2,896 | — | — | $ | 54.33 | 1/11/2015 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 2,897 | — | $ | 54.33 | 1/11/2016 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 2,898 | — | $ | 54.33 | 1/11/2017 | — | — | — | — | |||||||||||
Daniel H. Ellinor | 2,471 | — | — | $ | 55.94 | 1/13/2015 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 2,471 | — | $ | 55.94 | 1/13/2016 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 2,471 | — | $ | 55.94 | 1/13/2017 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 2,471 | — | $ | 55.94 | 1/13/2018 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 2,472 | — | $ | 55.94 | 1/13/2019 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 2,472 | — | $ | 55.94 | 1/13/2020 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | 2,472 | — | $ | 55.94 | 1/13/2021 | — | — | — | — | |||||||||||
Daniel H. Ellinor | — | — | — | 1/9/2014 | 8,071 | $ | 439,547 | — | — | ||||||||||||
Daniel H. Ellinor | — | — | — | 1/20/2015 | — | — | 9,006 | $ | 490,467 | ||||||||||||
Daniel H. Ellinor | — | — | — | 1/20/2016 | 3,686 | $ | 200,740 | — | — | ||||||||||||
Daniel H. Ellinor | — | — | — | 1/20/2017 | 5,052 | $ | 275,132 | — | — | ||||||||||||
Steven G. Bradshaw | — | 4,283 | — | $ | 36.65 | 1/8/2016 | — | — | — | — | |||||||||||
Steven G. Bradshaw | — | 4,282 | — | $ | 36.65 | 1/8/2017 | — | — | — | — | |||||||||||
Steven G. Bradshaw | — | 4,283 | — | $ | 36.65 | 1/8/2018 | — | — | — | — | |||||||||||
Steven G. Bradshaw | — | 4,283 | — | $ | 36.65 | 1/8/2019 | — | — | — | — | |||||||||||
Steven G. Bradshaw | — | 3,021 | — | $ | 47.05 | 1/5/2016 | — | — | — | — | |||||||||||
Steven G. Bradshaw | — | 3,314 | $ | 48.30 | 1/14/2014 | — | — | — | — |
Option Awards | Stock Awards | ||||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | ||||||||||
Name | Number of Securities Underlying Unexercised Options Exercisable (#)(1) | Number of Securities Underlying Unexercised Options Unexercisable (#)(1) | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)(2) | Option Exercise Price ($) | Option Expiration Date (m/dd/yy) | Number of Shares or Units of Stock That Have Not Vested (#)(3) | Market Value of Shares or Units of Stock That Have Not Vested ($)(4) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested ($)(5) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(4) | ||||||||||
Steven G. Bradshaw | — | — | 3,314 | $ | 48.30 | 1/14/2015 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | — | 3,314 | $ | 48.30 | 1/14/2016 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | — | 3,314 | $ | 48.30 | 1/14/2017 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | — | 3,314 | $ | 48.30 | 1/14/2018 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | — | 3,314 | $ | 48.30 | 1/14/2019 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | — | 3,314 | $ | 48.30 | 1/14/2020 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 3,595 | — | $ | 48.46 | 1/10/2016 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 3,596 | — | $ | 48.46 | 1/10/2017 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 3,596 | — | $ | 48.46 | 1/10/2018 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 2,746 | — | $ | 54.33 | 1/11/2016 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 2,747 | — | $ | 54.33 | 1/11/2017 | — | — | — | — | |||||||||
Steven G. Bradshaw | 2,471 | — | — | $ | 55.94 | 1/13/2015 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 2,471 | — | $ | 55.94 | 1/13/2016 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 2,471 | — | $ | 55.94 | 1/13/2017 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 2,471 | — | $ | 55.94 | 1/13/2018 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 2,472 | — | $ | 55.94 | 1/13/2019 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 2,472 | — | $ | 55.94 | 1/13/2020 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 2,472 | — | $ | 55.94 | 1/13/2021 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 1,847 | — | $ | 58.76 | 1/12/2016 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 1,847 | — | $ | 58.76 | 1/12/2017 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 1,847 | — | $ | 58.76 | 1/12/2018 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 1,847 | — | $ | 58.76 | 1/12/2019 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 1,847 | — | $ | 58.76 | 1/12/2020 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 1,847 | — | $ | 58.76 | 1/12/2021 | — | — | — | — | |||||||||
Steven G. Bradshaw | — | 1,848 | — | $ | 58.76 | 1/12/2022 | — | — | — | — |
Option Awards | Stock Awards | ||||||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | ||||||||||||
Name | Number of Securities Underlying Unexercised Options Exercisable (#)(1) | Number of Securities Underlying Unexercised Options Unexercisable (#)(1) | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)(2) | Option Exercise Price ($) | Option Expiration Date (m/dd/yy) | Number of Shares or Units of Stock That Have Not Vested (#)(3) | Market Value of Shares or Units of Stock That Have Not Vested ($)(4) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested ($)(5) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(4) | ||||||||||||
Steven G. Bradshaw | — | — | — | 1/9/2014 | 7,885 | $ | 429,417 | — | — | ||||||||||||
Steven G. Bradshaw | — | — | — | 1/20/2015 | — | — | 5,499 | $ | 299,476 | ||||||||||||
Steven G. Bradshaw | — | — | — | 1/20/2016 | 3,686 | $ | 200,740 | — | — | ||||||||||||
Steven G. Bradshaw | — | — | — | 1/20/2017 | 2,526 | $ | 137,566 | — | — | ||||||||||||
Norman P. Bagwell | — | 2,857 | — | $ | 36.65 | 1/8/2016 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 2,857 | — | $ | 36.65 | 1/8/2017 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 2,857 | — | $ | 36.65 | 1/8/2018 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 2,857 | — | $ | 36.65 | 1/8/2019 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 2,183 | — | $ | 48.30 | 1/14/2014 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 2,183 | — | $ | 48.30 | 1/14/2015 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 2,184 | — | $ | 48.30 | 1/14/2016 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 2,183 | — | $ | 48.30 | 1/14/2017 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 2,184 | — | $ | 48.30 | 1/14/2018 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 2,184 | — | $ | 48.30 | 1/14/2019 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 2,183 | — | $ | 48.30 | 1/14/2020 | — | — | — | — | |||||||||||
Norman P. Bagwell | 1,600 | — | — | $ | 55.94 | 1/13/2015 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 1,600 | — | $ | 55.94 | 1/13/2016 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 1,600 | — | $ | 55.94 | 1/13/2017 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 1,600 | — | $ | 55.94 | 1/13/2018 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 1,601 | — | $ | 55.94 | 1/13/2019 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 1,601 | — | $ | 55.94 | 1/13/2020 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | 1,601 | — | $ | 55.94 | 1/13/2021 | — | — | — | — | |||||||||||
Norman P. Bagwell | — | — | — | — | 1/9/2014 | 5,195 | $ | 282,920 | — | — | |||||||||||
Norman P. Bagwell | — | — | — | — | 1/20/2015 | 3,623 | $ | 197,309 | |||||||||||||
Norman P. Bagwell | — | — | — | — | 1/20/2016 | 2,387 | $ | 129,996 | — | — |
Option Awards | Stock Awards | ||||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | ||||||||||
Name | Number of Securities Underlying Unexercised Options Exercisable (#)(1) | Number of Securities Underlying Unexercised Options Unexercisable (#)(1) | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)(2) | Option Exercise Price ($) | Option Expiration Date (m/dd/yy) | Number of Shares or Units of Stock That Have Not Vested (#)(3) | Market Value of Shares or Units of Stock That Have Not Vested ($)(4) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested ($)(5) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(4) | ||||||||||
Norman P. Bagwell | — | — | — | — | 1/20/2017 | 3,517 | $ | 191,536 | — | — |
Option Awards | Stock Awards | |||||||||||||||||||
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | |||||||||||
Executive Name | Number of Securities Underlying Unexercised Options Exercisable (#)(1) | Number of Securities Underlying Unexercised Options Unexercisable (#)(1) | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)(2) | Option Exercise Price ($) | Option Expiration Date (m/dd/yy) | Number of Shares or Units of Stock That Have Not Vested (#)(3) | Market Value of Shares or Units of Stock That Have Not Vested ($)(4) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)(5) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(4) | |||||||||||
Stacy C. Kymes | 2/14/18 | 5,509 | $ | 329,383 | ||||||||||||||||
2/15/18 | 6,863 | $ | 410,339 | |||||||||||||||||
Total | 4,499 | 6,439 | 14,512 | $ | 867,672 | 9,636 | $ | 576,136 | ||||||||||||
Donald T. Parker | 7,155 | $ | 36.65 | 1/8/18 | ||||||||||||||||
7,154 | $ | 36.65 | 1/8/19 | |||||||||||||||||
5,933 | $ | 48.46 | 1/10/18 | |||||||||||||||||
2,733 | $ | 55.74 | 1/10/18 | |||||||||||||||||
2,733 | $ | 55.74 | 1/10/19 | |||||||||||||||||
2,733 | $ | 55.74 | 1/10/20 | |||||||||||||||||
2,733 | $ | 55.74 | 1/10/21 | |||||||||||||||||
2,733 | $ | 55.74 | 1/10/22 | |||||||||||||||||
2,733 | $ | 55.74 | 1/10/23 | |||||||||||||||||
1,600 | $ | 55.94 | 1/13/18 | |||||||||||||||||
1,601 | $ | 55.94 | 1/13/19 | |||||||||||||||||
1,601 | $ | 55.94 | 1/13/20 | |||||||||||||||||
1,601 | $ | 55.94 | 1/13/21 | |||||||||||||||||
1/20/17 | 3,485 | $ | 208,368 | |||||||||||||||||
2/28/17 | 2,112 | $ | 126,276 | |||||||||||||||||
2/28/17 | 4,928 | $ | 294,645 | |||||||||||||||||
2/14/18 | 6,240 | $ | 373,090 | |||||||||||||||||
2/15/18 | 7,176 | $ | 429,053 | |||||||||||||||||
Total | 17,421 | 25,622 | 12,773 | $ | 763,698 | 11,168 | $ | 667,735 |
(1) | Columns (b) and (c) represent stock options which vest 1/7 each year in accordance with the BOK Financial 2003 Stock Option Plan (as amended) and the BOK Financial 2009 Omnibus Incentive Plan and terminate three years after vesting. |
(2) | Column (d) represents stock options granted as long-term incentive pursuant to the Executive Incentive Plan, the amount of which remains subject to adjustment based on EPS Growth over a three year performance period as further described in “Compensation Discussion and Analysis” on page |
(3) | Column (g) represents performance shares which are not subject to adjustment based upon the three year performance period, but which have not yet completed the |
(4) | Market value of performance shares is based on the fair market value of Company common stock on |
(5) | Column (i) represents performance shares granted as long-term incentive pursuant to the Executive Incentive Plan the amount of which remains subject to adjustment based on EPS Growth over a three year performance period as further described in |
(a) | (b) | (c) | (d) | (e) |
Name | Plan Name | Number of Years Credited Service (1) | Present Value of Accumulated Benefit | Payments During Last Fiscal Year |
Stanley A. Lybarger | BOKF Pension Plan | 32 | $543,684 | $0 |
Steven E. Nell | BOKF Pension Plan | 14 | $118,848 | $0 |
Daniel H. Ellinor | BOKF Pension Plan | 2 | $24,227 | $0 |
Steven G. Bradshaw | BOKF Pension Plan | 15 | $152,826 | $0 |
Norman P. Bagwell | BOKF Pension Plan | 0 | $0 | $0 |
(a) | (b) | (c) | (d) | (e) | ||||
Executive Name(1) | Plan Name | Number of Years Credited Service(2) | Present Value of Accumulated Benefit | Payments During Last Fiscal Year | ||||
Steven G. Bradshaw | BOKF Pension Plan | 15 | $ | 168,362 | $ | — | ||
Steven E. Nell | BOKF Pension Plan | 14 | $ | 130,930 | $ | — | ||
Stacy C. Kymes | BOKF Pension Plan | 9 | $ | 49,500 | $ | — |
(1) | Bagwell and Parker are named executives, but are not listed as they do not participate in the BOKF Pension Plan. |
(2) | Named executives are credited with the number of years employed by the Company since the Pension |
(a) | (b) | (c) | (d) | (e) | (f) | |||||||
Name(1) | Executive Contributions in Last FY ($) | Registrant Contributions in Last FY ($) | Aggregate Earnings in Last FY(2) ($) | Aggregate Withdrawals/ D(istributions ($) | Aggregate Balance at Last FYE ($) | |||||||
Stanley A. Lybarger | $ | 1,779,229 | — | $1,945,491 (3) (5) | $ | — | $ | 27,564,186 | ||||
Steven E. Nell | — | — | $10,519 (4) (5) | $ | (142,884 | ) | $ | 136,601 | ||||
Daniel H. Ellinor | — | — | $476 (4) | $ | — | $ | 57,521 | |||||
Steven G. Bradshaw | — | — | $4,291 (4) (5) | $ | — | $ | 237,253 |
Executive Name(1) | Executive Contributions in Last FY ($) | Registrant Contributions in Last FY ($) | Aggregate Earnings in Last FY ($) | Aggregate Withdrawals/ Distributions ($) | Aggregate Balance at Last FYE ($) | ||
(a) | (b) | (c) | (d) | (e) | (f) | ||
Steven G. Bradshaw | $2,226 (2) | $— | $ | 286,768 |
(1) |
(2) |
Executive Payments Upon Termination (1) | Voluntary Termination | Early Retirement (Prior to Age 65(2)) | Normal Retirement (Age 65 or older(2)) | Involuntary not for Cause Termination (3) | Involuntary for Cause Termination (3) | Termination Event(4) | Death | Disability |
Severance Payments | $0 | $0 | $0 | $923,458(5) | $0 | $923,458(5) | $496,729(6) | $0 |
Non-Equity Incentive | $640,093(7) | $640,093(7) | $640,093(7) | $640,093(7) | $0 | $640,093(7) | $640,093(7) | $640,093(7) |
Stock Options (unvested and accelerated) | $85,556(8) | $85,556(8) | $85,556(8) | $85,556(8) | $0 | $85,556(8) | $85,556(8) | $85,556(8) |
Performance Shares (unvested and accelerated) | $6,026,979 (8)(9) | $6,026,979 (8)(9) | $6,026,979 (8)(9) | $6,026,979 (8)(9) | $0 | $6,026,979 (8)(9) | $6,026,979 (8) | $6,026,979 (8)(9) |
Tax Gross-Up | $0 | $0 | $0 | $50,585(10) | $0 | $50,585(10) | $50,585(10) | $0 |
Health Benefits | $0 | $12,242(11) | $0 | $0 | $0 | $0 | $0 | $0 |
Executive Name(1) | Compensation Component | Termination without Cause(2) | Termination without Cause Following a Change of Control(3) | Termination for Cause(4) | ||||||
Steven G. Bradshaw | Salary/Severance | $ | 1,234,840 | $ | 1,648,000 | |||||
Unvested Stock Options | $ | 203,797 | $ | 203,797 | ||||||
Unvested Performance Shares | $ | 3,949,967 | $ | 3,949,967 | ||||||
Other (5) | $ | 3,000 | $ | 3,000 | $ | 3,000 | ||||
TOTAL | $ | 5,391,604 | $ | 5,804,764 | $ | 3,000 | ||||
Steven E. Nell | Salary/Severance | $ | 772,200 | $ | 1,030,000 | |||||
Unvested Stock Options | $ | 226,066 | $ | 226,066 | ||||||
Unvested Performance Shares | $ | 1,540,011 | $ | 1,540,011 | ||||||
Other (5) | $ | 3,000 | $ | 3,000 | $ | 3,000 | ||||
TOTAL | $ | 2,541,277 | $ | 2,799,077 | $ | 3,000 | ||||
Norman P. Bagwell | Salary/Severance | $ | 618,964 | $ | 870,000 | |||||
Unvested Stock Options | $ | 84,603 | $ | 84,603 | ||||||
Unvested Performance Shares | $ | 1,405,543 | $ | 1,405,543 | ||||||
Other (5) | $ | 3,000 | $ | 3,000 | $ | 3,000 | ||||
TOTAL | $ | 2,112,110 | $ | 2,363,146 | $ | 3,000 | ||||
Stacy C. Kymes | Salary/Severance | $ | 499,960 | $ | 800,000 | |||||
Unvested Stock Options | $ | 47,089 | $ | 47,089 | ||||||
Unvested Performance Shares | $ | 1,443,809 | $ | 1,443,809 | ||||||
Other (5) | $ | 3,000 | $ | 3,000 | $ | 3,000 | ||||
TOTAL | $ | 1,993,858 | $ | 2,293,898 | $ | 3,000 | ||||
Donald T. Parker | Salary/Severance | $ | 562,455 | $ | 900,000 | |||||
Unvested Stock Options | $ | 239,738 | $ | 239,738 | ||||||
Unvested Performance Shares | $ | 1,431,432 | $ | 1,431,432 | ||||||
Other (5) | $ | 3,000 | $ | 3,000 | $ | 3,000 | ||||
TOTAL | Total | $ | 2,236,625 | $ | 2,574,170 | $ | 3,000 |
(1) | Executive |
(3) | When the executive’s employment is terminated without cause following a change of control, he shall receive a lump sum payment in an amount equal to two times executive’s then Annual Salary at the time of termination in lieu of standard and enhanced severance amounts. “Change of Control” occurs when either (i) Mr. George Kaiser, affiliates of George B. Kaiser, George B. Kaiser Foundation, George Kaiser Family Foundation, and/or members of the family of George B. Kaiser collectively cease to own more shares of the voting capital stock of BOK Financial than any other shareholder (or group of shareholders acting in concert to control BOK Financial to the |