UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02: Compensatory Arrangements of Certain Officers.
On August 26, 2021, the Compensation Committee of the Board of Directors approved the Velocity Financial 2021 Annual Incentive Program for the following named executive officers to introduce performance-based components to their annual cash bonuses:
Executive:Title:
Christopher D. Farrar Chief Executive Officer
Mark R. Szczepaniak Chief Financial Officer
Jeffrey T. Taylor Executive Vice President, Capital Markets
Performance-based Bonus
The Compensation Committee approved Adjusted Pre-Tax Operating Income for the year ending December 31, 2021 as the performance metric for determining performance-based bonus opportunities.
Based on year-end Adjusted Pre-Tax Operating Income, the participating executive officers are eligible to receive the following performance-based bonus opportunities:
Christopher D. Farrar $0 - $700,000
Mark R. Szczepaniak $0 - $300,000
Jeffrey T. Taylor $0 - $240,000
If Velocity's Adjusted Pre-Tax Operating Income is less than the Compensation Committee approved threshold, Messrs. Farrar, Szczepaniak and Taylor will not receive any performance-based bonus. If Velocity's Adjusted Pre-Tax Operating Income equals the approved threshold, Messrs. Farrar, Szczepaniak and Taylor will be eligible to receive a performance-based bonus equal to $175,000, $75,000 and $60,000, respectively. If Adjusted Pre-Tax Operating Income equals the approved target, Messrs. Farrar, Szczepaniak and Taylor will be eligible to receive a performance-based bonus equal to $350,000, $150,000 and $120,000, respectively. If Adjusted Pre-Tax Operating Income equals the approved maximum, Messrs. Farrar, Szczepaniak and Taylor will be eligible to receive a performance-based bonus equal to $700,000, $300,000 and $240,000, respectively. If actual 2021 Adjusted Pre-Tax Operating Income falls between the approved threshold and target or target and maximum, the executives will be eligible to receive a performance-based bonus based on straight line interpolation between such points.
Individual Performance-based Bonus
Each executive will also be eligible to receive an individual performance-based bonus based on an assessment of such executive's performance relating to the following criteria:
•Asset quality and overall corporate risk management
•Leadership and decision making
•Velocity’s strategic initiatives
•Inter department cooperation and team building
•Completion of special projects
Based on such assessments, the participating executive officers are eligible to receive the following individual performance-based bonus opportunities:
Christopher D. Farrar $0 - $700,000
Mark R. Szczepaniak $0 - $300,000
Jeffrey T. Taylor $0 - $240,000
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The Compensation Committee reserved the discretion to reduce the annual cash bonuses under the program. All awards under the program will be subject to Compensation Committee approval following year-end 2021.
Item 9.01 Exhibits.
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Description |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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Velocity Financial, Inc. |
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Date: August 27, 2021 |
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/s/ Roland T. Kelly |
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Roland T. Kelly |
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Chief Legal Officer and General Counsel |
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