SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
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Date of Report (date of earliest event reported): JANUARY 18, 2005
PSB HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
WISCONSIN 0-26480 39-1804877
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation) Number)
1905 W. STEWART AVENUE
WAUSAU, WI 54401
(Address of principal executive offices, including Zip Code)
(715) 842-2191
Registrant's telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
* Written communications pursuant to Rule 425 under the Securities Act (17
CFR 23.425)
* Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
* Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
* Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
INFORMATION TO BE INCLUDED IN THE REPORT
SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On January 18, 2005, the Board of Directors (the "Board") of the
Company's bank subsidiary (the "Bank") took the following actions concerning
executive compensation.
SENIOR MANAGEMENT INCENTIVE COMPENSATION PLAN
The Board approved the Senior Management Incentive Compensation Plan (the
"Incentive Compensation Plan") which provides an annual cash incentive
opportunity for eligible participants. Incentive compensation is determined
under a formula that determines base incentive compensation based upon the
percentage by which the Bank's budgeted net income, the participant's
departmental goals, and the participant's individual goals have been achieved.
Base incentive compensation is then adjusted by a factor which takes into
account the Bank's achievement of its goal for budgeted net income and the
responsibility level of the individual participant. The factor for budgeted
net income, before expenses relating to the plan, (Tier I) is adjusted upward
if the achieved level of net income is at least 107.5% of the budgeted amount
(Tier II) or at least 115% of the budgeted amount (Tier III). The plan
provides for ranges of incentive compensation ranging from 0% to 45% of base
salary for the CEO and 0% to 36% of base salary for the other named executive
officers. Incentive compensation is paid in cash following the determination
of results under the plan for the preceding fiscal year. The formula for
determining incentive compensation is summarized by the following chart.
1. BASE INCENTIVE COMPENSATION
Net Income ______ (percent achieved) x 33.3% =(a) ________
Departmental Goals ______ (percent achieved) x 33.3% =(b) ________
Individual Goals ______ (percent achieved) x 33.3% =(c) ________
Total (a) + (b) + (c) ________
2. MULTIPLY BY NET INCOME FACTOR x ________%
(Tier I = 10%; Tier II = 20%; Tier III = 30%)
________
3. ADJUST FOR RESPONSIBILITY FACTOR x ________
(CEO, 1.5; Senior Vice President, 1.2)
________
4. PERCENT OF SALARY PAYABLE AS INCENTIVE COMPENSATION
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EXECUTIVE DEFERRED COMPENSATION PLAN
The Board approved the Executive Deferred Compensation Plan under which
its executive officers will be permitted to defer up to 20% of their annual
base salaries until retirement. Each year, the Bank will determine the
percentage of participant deferrals and the maximum amount of such deferrals to
be matched by the Bank (which may not be the same percentage or amount for all
participants). Deferrals made by the participant and the Bank's matching
contribution, if any, will be credited to the participant's unfunded account.
The account will also be credited with interest at an annual rate equal to 50%
of the Bank's return on equity for the prior year. The participant will be
entitled to receive payment of his entire account in the event of his
termination of employment because of death, disability, or retirement (at age
65 or later, or, early retirement at age 55 or later if employed at least 15
years with 5 years of participation in the plan), or upon a change of control.
The Bank's matching contribution (and earnings attributable thereto) will be
subject to forfeiture in the event of termination other than death, disability
or retirement, with class vesting of each year's matching contribution (and
earnings attributable thereto) at the rate of 20% per year. Vested amounts
will be distributed to the participant in installments over a period not in
excess of 15 years as elected by the participant. Accounts in pay status will
be credited with interest at an annual rate of 7.5% per annum on the unpaid
balance.
INCENTIVE DEFERRED BONUS PLAN
The Board approved the Incentive Deferred Bonus Plan (the "Deferred Bonus
Plan") in which vice presidents and senior vice presidents of the Bank will,
upon selection by the Board, be eligible to participate. Under the Deferred
Bonus Plan, the Board will annually establish the maximum bonus opportunity for
each participant expressed as a percentage of base salary and determined by the
degree to which the departmental and individual performance goals under the
Incentive Compensation Plan are attained; provided, however, that no bonus will
be earned unless the Bank has attained its budgeted net income for the year.
For 2005, the maximum bonus opportunity has been set at 10% of base salary.
Any bonus earned by a participant will be credited to an unfunded deferral
account and credited with interest at an annual rate equal to the Bank's return
on equity for the year. Deferred amounts attributable to any fiscal year
(including accrued interest) will be distributed in cash to the participant
four years after the close of the year in which they were earned, although such
payment will be made earlier if the participant dies, becomes disabled, or
attains age sixty-four. If a participant terminates employment for any other
reason prior to distribution, his account will be forfeited. A participant's
account will be fully vested upon a change of control.
SURVIVOR INCOME PLAN
The Board approved the Survivor Income Benefit Plan under which a
percentage of an executive officer's base salary will be paid in a lump sum to
the executive's surviving beneficiary in the event of death prior to age 67 and
while employed by the Bank. Under this plan, the surviving beneficiaries of
Mr. Kopperud and Mr. Svacina will receive a survivor income benefit equal to
400% of the executive's base salary at the time of death, and the surviving
beneficiary of Mr. Cattanach will receive 300% of his base salary at the date
of his death.
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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 hereunto duly authorized.
PSB HOLDINGS, INC.
Date: January 18, 2005 By: SCOTT M. CATTANACH
Scott M. Cattanach
Treasurer
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