EX-10.1






NEO Severance Policy

June 24, 2016




Policy Information




	 	 	 
	Document Title:	 	NEO Severance Policy
	Content Owner:	 	Director of Human Resources and Office
	 	 	of Minority and Women Inclusion (HR &
	 	 	OMWI)
	Certification of Compliance Contact:	 	N/A
	Policy Category:	 	FHLBank Policy
	FHLBank-Level Approver:	 	Policy Oversight Group
	Board-Level Approver:	 	Full Board (Compensation)
	Review Frequency:	 	Annually
	Initial Effective Date:	 	6/19/2015
	Last POG Approval Date:	 	06/15/2016
	 

	 	 
	Next Review Date:

	 	06/2017
	 

	 	 











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Introduction



This FHLBank Policy, governed by the board, establishes the process for providing severance
benefits to Named Executive Officers (NEOs) of FHLBank (as defined in the SEC’s Regulation S-K (17
CFR 229.402(a)(3)).



Purpose



The purpose of this policy is to define the severance process to ensure effective and consistent
support for NEOs leaving FHLBank.



Scope



This policy provides the process and framework for providing severance benefits.



General Guidelines




	1.	 	Eligibility.





An NEO is eligible for Severance Pay if FHLBank terminates the NEO’s employment with or without
cause, other than as provided below. The availability or election of early retirement will not be
considered in determining whether an NEO is eligible to receive Severance Pay, as defined below.



An NEO is not eligible for Severance Pay if:




	a.	 	The NEO voluntarily terminates employment (including termination as a result of disability or
other failure to return from leave or death); or






	b.	 	The NEO’s employment is terminated by FHLBank for actions or inactions of the NEO which
FHLBank reasonably concludes constitutes misconduct (misconduct being defined as an NEO
willfully (1) failing to perform the duties of his or her position or (2) acting against the
best interest of FHLBank (in the reasonable opinion of FHLBank), including, but not limited
to, violation of FHLBank policies, insubordination, dishonesty, breach of trust, disclosure of
confidential or proprietary information, violation of law or commission of an act of moral
turpitude, failure to perform the function of his or her job or to demonstrate adequate
efforts to successfully complete a performance plan, job abandonment, or excessive tardiness
or absenteeism; provided that it shall not be considered misconduct if the NEO acted in good
faith and in a manner such NEO reasonably believed to be in, or not opposed to, the best
interests of FHLBank).






	2.	 	Amount of Severance Pay.





Provided the other requirements of this Policy are met, and if the NEO timely provides FHLBank an
enforceable release waiving claims against FHLBank, on a form provided by FHLBank (a Separation
Agreement), the NEO shall be eligible to receive Severance Pay equal to the following amount of the
NEO’s final base salary as indicated for the NEO’s title (titles not specifically listed shall be
paid the amount as the next lower (per FHLBank guidelines) ranking title specifically listed):



	 	 	 
	President & Chief Executive Officer

	 	12 Months
	 

	 	 
	COO & Senior Executive Vice President

	 	9 Months
	 

	 	 
	CRO & Executive Vice President

	 	9 Months
	 

	 	 
	GC & Executive Vice President

	 	9 Months
	 

	 	 
	CFO & Senior Vice President

	 	6 Months
	 

	 	 






Severance Pay includes the following:




	A.	 	Salary Continuation:






For a period of months defined above, the NEO will continue to receive their regular salary,
equal to the base salary received as of the separation date. These payments will be made in
accordance with FHLBank’s current payroll cycle and subject to all appropriate withholding and
taxation. These payments will be subject to the NEO’s continued adherence to the terms and
provisions of the Separation Agreement and may be subject to reduction due to any payments the
NEO may owe to FHLBank.




	B.	 	Incentive:






Any incentives to be paid to NEOs shall be paid in accordance with the Executive Incentive
Compensation Plan.




	C.	 	Benefit Continuation:






For a period of months defined above, the NEO may elect to participate in FHLBank’s eligible
benefit plans and pay solely the premium as though an active employee (note that this premium is
subject to possible increase in FHLBank’s sole discretion). These payments will be deducted from
the NEO’s severance benefit payments. FHLBank will pay the remainder of the COBRA coverage
costs. An NEO will not receive any additional service credit pursuant to the defined benefit
plan or the Benefit Equalization Plan as a result of salary or benefit continuation.




	3.	 	Policy Administration.





HR & OMWI is responsible for administering this Policy and decisions regarding eligibility and
Severance Pay shall be in the sole discretion of the Director of HR & OMWI. This Policy does not
give any NEO, or any person whosoever, the right to be retained in the service of FHLBank, and all
employees shall remain subject to discharge to the same extent as if this policy had never been
adopted. This Policy may be changed or ended at any time, with or without prior notice and for any
reason at FHLBank’s sole and absolute discretion.



Exceptions/Violations



Exceptions may be provided by the board.



Policy Review



This policy shall be reviewed annually and revised as needed by the Director of HR & OMWI.
Following such review, the policy shall be submitted for review and approval by the Policy
Oversight Group. In the event of any revisions to this policy, such revisions shall be submitted
for review and approval by the Compensation committee and the board.




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