EX-10.24 16 fcnca_exhibit1024x12312014.htm EXHIBIT 10.24
Exhibit 10.24
2014 SENIOR EXECUTIVE MANAGEMENT INCENTIVE PLAN (SEMIP)
Originally established in 2001, the Senior Executive Management Incentive Plan (“SEMIP”; “Plan”) provides incentive compensation for key leaders in First Citizens (“Bank”). This plan helps to ensure that these individuals will be retained and rewarded for outstanding individual and Bank performance.
For Plan Year 2014, the individuals listed below are approved for participation in SEMIP. Each serves as a senior executive for the bank and does not participate in another short-term incentive plan.
Name Officer Title/Position
Jim Apple Chairman/Chief Executive Officer
James Bennett EVP/Director of Public Affairs
William Brown EVP/Chief Credit Officer
Peter Bristow President/Chief Operating Officer
Toby Goodlett EVP/Retail Banking Executive
Christie Hill EVP/Chief Marketing Officer
Bill Loadholdt EVP/Chief Information Officer
Craig Nix EVP/Chief Financial Officer
Jay Weir EVP/Chief Risk Officer
Conditions and Parameters of the Plan
First Citizens reserves the right and authority to add, modify, delete, and /or discontinue all or any part of this program at any time. THIS IS NOT A CONTRACT. All components of this plan are calculated by the Bank as it determines appropriate.
The performance results will be reviewed by the Compensation Manager and other authorized management representatives, and approved by the Chairman/Chief Executive Officer or President/Chief Operating Officer prior to submission to the Compensation Committee for final approval. The final percentage score is dependent upon the participant meeting the measure(s) of success of each goal and the submission of documentation substantiating achievement of the goals.
Any intentional misuse or manipulation will result in the appropriate disciplinary action deemed necessary, including possible disqualification from any incentive plan or termination.
Description of the Plan
This Plan operates on a calendar (fiscal) year basis. For those granted awards, the payout date will be February 28, 2015, in a manner consistent with our regular payroll practices. To support our retention goal, an individual must be employed with the Bank on the plan year payout date to receive any payment.
The Plan has two essential components consisting of bank-wide goals and individual goals. The Chairman/Chief Executive Officer or President/Chief Operating Officer recommends the goals under each component and supplies them to the Compensation Committee each year. The weightings for each component by participant are as follows:
Name Bank-wide goals Individual goals
Jim Apple 60% 40%
James Bennett 20% 80%
Peter Bristow 60% 40%
William Brown 40% 60%
Toby Goodlett 40% 60%
Christie Hill 20% 80%
Bill Loadholdt 40% 60%
Craig Nix 50% 50%
Jay Weir 30% 70%

Each participant is eligible for a discretionary maximum payout equal to a percentage of base salary as of December 31, 2014 as noted on their individual goals document. The payout, if any, is based on the approval of the Compensation Committee and Board of Directors with data supplied by Executive Management as to the assessment of 2014 corporate performance (based in part on the 2014 Bank-wide goals listed below and other factors as determined by Executive Management) and the participants’ contribution/goal attainment.
Individual performance is based on achievement as approved by the Chairman/Chief Executive or President/Chief Operating Officer, as applicable to the participant’s reporting status, of specific goals established and approved for the Plan Year. The goals are noted on each participant’s individual goals document. Payouts, if any, will be based solely on the recommendation of Executive Management as approved by the Compensation Committee and the Board of Directors.
2014 Bank-wide Goals
The 2014 Bank-wide goals are listed below. Achievement of these goals does not guarantee a discretionary annual incentive payout.
Consolidated Bancorporation
Achieve net income of $45.11 million
Limit the net charge-off ratio to 0.27% or $12.24 million
First Citizens Bank Consolidated
Achieve core checking growth of 5.00%
Achieve loan growth of 6.50%
Non-interest expense at or below $259.11 million
Approved by: Reviewed by:
/s/ Jim B. Apple /s/ Mark Hopper
Chairman/CEO Senior HR Officer
or
President/COO
/s/ Donna H. Cook
Compensation Manager
By signing below, as a participant of this Plan, I agree that I have been provided a complete copy of this Plan and understand the conditions and parameters of this Plan.
Associate Name: Peter Bristow
Associate Signature: /s/ Peter Bristow Date: 3/25/2014

Peter Bristow
Chief Operating Officer
2014 Senior Executive Management Incentive Plan
SEMIP Goals and Weightings
Individual Goals
10% Goal # 1:
Core Transformation -Fully participate and provide benchmark summaries of all activities to Executive Committee, the Board and ELT on a quarterly basis.
10% Goal # 2:
Revenue Enhancement/Expense Savings

• | Lead closing/consolidation of 3 offices in a quality manner that does not conflict with our CRA objectives or lead to significant negative customer/community response.

• | Review and approve all 2014 home office incentive plans for effectiveness and cost benefit.

20% Goal # 3:
Support ELT meetings and group processes by developing agendas and follow-up priorities.
20% Goal # 4:

| Conduct 15 market visits based upon market needs and sales opportunities arising throughout the year.

40% Goal # 5:
Subjective leadership and value added activities:

• | Support the CEO, Executive Committee and the Board in meeting corporate objectives surrounding the strategic plan and acquisition strategy.

• | Lead development of communication plans and participate in communications effectively and timely to all stakeholders.

The plan assumes equal weighting of the sub-goals within each category.
Bank-wide Goals:
Consolidated Bancorporation
Achieve net income of $45.11 million
Limit the net charge-off ratio to 0.27% or $12.24 million
First Citizens Bank Consolidated
Achieve core checking growth of 5.00%
Achieve loan growth of 6.50%
Non-interest expense at or below $259.11 million
Components: 60% Bank wide Goals; 40% Individual Goals
The participant is eligible for a discretionary maximum payout equal to 45% of base salary as of December 31, 2014. The payout, if any, is based on the approval of the Compensation Committee and Board of Directors with data supplied by Executive Management as to the assessment of 2014 corporate performance and the participant’s contribution/goal attainment. All ratings and determinations of results are at the discretion of the Chairman subject to Compensation Committee approval.

Received By: /s/ Peter Bristow | Date: March 25, 2014

Peter Bristow

Approved By: /s/ Jim Apple | Date: April 1, 2014

Jim Apple