Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements for Certain Officers.
(e) On February 13, 2014, Silicon Valley Bank (the "Bank"), the principal
banking subsidiary of SVB Financial Group (the "Company") entered into an
international long-term assignment agreement (the "Agreement") with David Jones,
the Company's President of Asia. Under the Agreement, Mr. Jones will continue
his assignment in China as the Bank's President of Asia. Pending approval of the
Chinese Banking Regulatory Commission (the "CBRC"), he will also assume the
position of President of the Company's China joint venture bank, SPD Silicon
Valley Bank Co., Ltd. (the "Joint Venture"), pursuant to terms set forth in a
separate agreement. Ken Wilcox, the former President of the Joint Venture and
current Chairman of the Bank, will continue to build out the Joint Venture, on
behalf of the Bank. Pending approval of the CBRC, Mr. Wilcox will also assume
the position of Vice Chairman of the Joint Venture.
The Agreement sets forth the key terms of Mr. Jones's at-will employment
relationship with the Bank, as follows:
Term of Assignment. The term of Mr. Jones's assignment under the Agreement will
be effective as of February 11, 2014 until December 31, 2015, unless terminated
earlier. Either Mr. Jones or the Company may terminate the Agreement at any
Compensation Arrangement. Under the Agreement, Mr. Jones will receive the
• Annual Base Salary: $500,000
• Annual Cash Incentives: He will continue to be eligible to participate
in the Company's Incentive Compensation Plan and his annual cash
incentive compensation target will be 50% of his annual base salary.
previously-granted outstanding equity awards will continue to vest
during his assignment in accordance with the applicable terms of those awards.
He is expected to continue to be eligible to participate in the Company's equity
incentive plan. His 2014 equity awards have not yet been determined.
Assignment Benefits. Mr. Jones
will be entitled to receive benefits relating to
his assignment to China
, including local housing, tax equalization and
repatriation benefits, as described in the Agreement.
A copy of the Agreement is attached as Exhibit 10.1 and incorporated hereto by
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
10.1 International Long-Term Assignment Agreement for David Jones