I.
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Objectives
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II.
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Definitions
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III.
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Administration of the Plan
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IV.
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Participant Eligibility
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V.
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Payment to Participants
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VI.
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Determination of Annual Award Fund
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VII.
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Calculation of Award
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VIII.
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Miscellaneous Provisions
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(a) |
Increase the profitability and growth of Community Trust Bancorp, Inc. in a manner which is consistent with other goals of the Company, its stockholders and its employees,
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(b) |
Provide executive compensation which is competitive with other financial institutions,
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(c) |
Attract and retain personnel of outstanding ability and encourage excellence in the performance of individual responsibilities,
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(d) |
Motivate and reward those members of management who contribute to the success of the Company,
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(e) |
Distinguish among the performance contributions of some individuals by providing financial recognition for individual performance, as well as group performance, and
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(f) |
Allow the flexibility which permits revision and strengthening from time to time to reflect changing organizational goals and objectives.
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(a) |
“Annual Incentive Plan” or “Annual Plan” shall mean the Senior Management Incentive Compensation Plan set forth in this document and all amendments thereto.
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(b) |
“Award Period” means one Fiscal Year.
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(c) |
“Board” means the Board of Directors of Community Trust Bancorp, Inc.
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(d) |
“Company” means Community Trust Bancorp, Inc., and its subsidiaries.
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(e) |
“Compensation Committee” means the Compensation Committee of the Board.
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(f) |
“Disability” means the total and permanent disability of a participant as
defined by any Long-Term Disability Plans in effect for the Company and as thereafter may be amended.
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(g) |
“Effective Date” means the date upon which the Plan shall become effective.
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(h) |
“Fiscal Year” means the accounting period adopted by the Company for federal
income tax purposes.
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(i) |
“Participant” means a person designated by the Company to participate in the
Plan.
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(j) |
“Plan” shall mean the Company’s Senior Management Incentive Compensation Plan.
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(k) |
“Salary” or “Salaries” shall mean the base salary in effect for each participant as of the last pay period in December of the Award Period.
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(l)
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“Stock Option” shall mean stock
options granted under the Community Trust Bancorp, Inc. 2015 Stock Ownership Incentive Plan as hereinafter may be amended including substitutions or replacements of the Plan. Such options shall be Incentive Stock Options to the extent
possible under tax laws in effect at the time the option is awarded.
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(m)
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“Restricted Stock” shall mean
restricted stock granted under the Community Trust Bancorp, Inc. 2015 Stock Ownership Incentive Plan as hereinafter may be amended including substitutions or replacements of the Plan.
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(a) |
Group I shall consist of the CEO of Community Trust Bancorp, Inc. (CTBI) plus all other Executive Committee positions of the Corporation.
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(b) |
Group II shall consist of the (1) CTB officers responsible for the various consolidated functions as selected by the CTB CEO; (2) the Presidents of each market; and (3) the
Community Trust and Investment Company (CTIC) officers responsible for various departments as selected by the CTIC CEO.
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(c)
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Group III shall consist of Senior Vice Presidents of consolidated functions who are selected for participation by the Compensation
Committee.
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(d)
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Individuals below senior vice president level may be recommended and approved by the Compensation Committee for special awards of
options for extraordinary performance.
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Target
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Award as a % of Target Award
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Award as a % of Salary
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|||
ROAA
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EPS
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CTBI CEO
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Group I
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1.32%
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$4.27
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25%
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25%
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15%
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Base
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1.36%
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$4.40
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50%
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50%
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30%
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1.40%
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$4.53
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75%
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75%
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45%
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1.44%
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$4.66
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100%
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100%
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60%
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•
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For 2024, the targeted (base) ROAA is established as follows: ROAA of 1.36% and EPS of $4.40.
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•
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For 2024, net income target is $79,195,000.
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•
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These results are after accrual of the incentive.
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Target
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Award as a % of Target Award
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Award as a % of Salary
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ROAA
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EPS
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Group II
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1.32%
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$4.27
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50%
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3.50%
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Base
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1.36%
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$4.40
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100%
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7.00%
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1.40%
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$4.53
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112%
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7.84%
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1.44%
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$4.66
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125%
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8.75%
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•
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For 2024, the targeted (base) ROAA is established as follows: ROAA of 1.36% and EPS of $4.40.
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•
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For 2024, net income target is $79,195,000.
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•
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These results are after accrual of the incentive.
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Target
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Award as a % of Target Award
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Award as a % of Salary
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ROAA
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EPS
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Group III
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1.32%
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$4.27
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50%
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2.75%
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Base
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1.36%
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$4.40
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100%
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5.50%
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1.40%
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$4.53
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106%
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5.83%
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1.44%
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$4.66
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122%
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6.71%
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•
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For 2024, the targeted (base) ROAA is established as follows: ROAA of 1.36% and EPS of $4.40.
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•
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For 2024, net income target is $79,195,000.
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•
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The results are after accrual of the incentive.
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Target
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Stock Option Award as a % of Salary
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|||||
ROAA
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EPS
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CTBI CEO
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Group I
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Group II
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Group III
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1.32%
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$4.27
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10.00%
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7.50%
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5.00%
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2.25%
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Base
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1.36%
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$4.40
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20.00%
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15.00%
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10.00%
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4.50%
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1.40%
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$4.53
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21.00%
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15.75%
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10.50%
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4.75%
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1.44%
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$4.66
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23.00%
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17.25%
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11.50%
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5.00%
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•
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For 2024, the targeted (base) ROAA is established as follows: ROAA of 1.36% and EPS of $4.40.
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•
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For 2024, net income target is $79,195,000.
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•
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These results are after accrual of the incentive.
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