INTRODUCTION

DEVELOPING EXECUTIVES

ESTABLISHED EXECUTIVES

TRANSITIONING EXECUTIVES

CHOOSING A TEAM WITH GOOD BUSINESS SENSE

2

4

7

12

15

Executive WealthSUCCESSFUL PLANNING FOR EVOLVING NEEDS

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AS A CORPORATE EXECUTIVE you face unique wealth challenges and opportunities. A complex earnings package. Concentrated stock positions. The likelihood of liquidity events. In addition, your wealth management needs are continually changing, reflecting whether your career path is under development, well established or heading toward retirement. Consequently, each stage of your executive growth is accompanied by its own distinct planning imperatives (Exhibit 1).

Managing these requirements has never been easy, but it can be particularly perilous today. Slow economic growth, policy headwinds, global economic frailties and unpredictable investor reactions have created a market of extreme volatility. Furthermore, tax policy shifts and a changing compensation environment are creating an even greater need to remain vigilant and plan accordingly.

Yet, the relentless demands of your career leave little time to manage your wealth. Like many executives, you may be putting your own affairs on the back burner while you move forward with the next project, the next quarter or the next deal. But one “next” leads to another, elbowing aside your free time. Your energies, by necessity, are devoted to developing a business, not your personal financial plan—let alone one that involves the complexities of executive wealth. But planning has never been more crucial. The Importance of Planning Early and Often

Regardless of where you are on the corporate path, it is important to thoroughly understand the various stages of executive life, including the interconnected financial factors that can help you leverage opportunities and address constraints. The good news is that it’s neither as difficult nor as time consuming as you might believe.

It helps to work with a knowledgeable advisor who is familiar with the distinct characteristics of corporate wealth. By doing so, you can optimize your limited time while gaining the information you need to develop a thoughtful plan and chart a successful course.

In short, it’s critical to take control. And it’s never too soon to start.

Corporate Executives SUCCESSFUL PLANNING FOR EVOLVING NEEDS

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Exhibit 1

Executive Evolution—Planning Imperatives at Every Stage

Developing

Established

Transitioning

The Early Mover Advantage

When Details Matter Most

Perfecting The Plan For What’s Next

• Identify long-term goals • Understand and make the most of what you have • Create a long-term plan

• Refine goals • Understand what you have and what you need • Refine plan • Explore and prepare for philanthropic and family intents • Develop and execute concentrated wealth strategy • Create executive compensation master plan

• Confirm goals • Execute plan • Implement concentrated wealth strategy • Execute executive compensation master plan • Implement wealth protection and transfer strategies • Create retirement liquidation plan

• Undefined long-term goals • No plan to maximize current assets or achieve long-term goals • Cash flow and liquidity constraints • Concentrated positions, exacerbated by IPO lockups

• Shifting goals and growing risks not accounted for in long-term plan • Multiple, disconnected investments • Increasingly complex compensation; lack of a master plan • Expanding responsibilities and extreme time constraints

• Reactive vs. long-term, coordinated plan • Inattention to key issues, including concentrated positions • Lack of executive compensation “cash out” strategy • Little planning for post-retirement pursuits • Incomplete wealth transfer and family governance plans

ISSUES IMPERATIVES

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Whether you’re at a private firm anticipating an initial liquidity event or on an upward trajectory at an established public company, you face wealth management challenges and opportunities that are unique to this cornerstone phase. For example, you may have substantial cash flow and liquidity constraints. You may have a limited window in which to make important estate decisions or benefit elections, or implement strategies that are best suited for low interest rate or declined market environments. Or you may lack an overall investment strategy that considers both your employment-related and other personal assets. Adding to the muddle are compensation packages such as 401(k) savings plans and Supplemental Executive Retirement Plans, plus, of course, salary, stock and bonuses.

It may seem premature to establish a long-term plan during this early period, particularly when so much of what lies ahead is unknown. Even those who recognize the need for wealth management may find that every spare minute is spent on business plans rather than on their own wealth management strategies.

As a result, many executives at the start of their career lack long-term goals and plans. The consequences of such inaction can be ruinous. A solid financial foundation is critical to constructing a successful future. Here are three basic measures to help you begin building one:

EXECUTIVE WEALTH PLANNING SHOULD BEGIN the moment your executive career does. Some might even argue that the initial planning stages are the most critical of all. Missteps or missed opportunities in the early days of your executive career may significantly compromise your financial success in the years to come.

Developing Executives GAINING THE EARLY MOVER ADVANTAGE

IDENTIFY YOUR LONG-TERM GOALS

UNDERSTAND AND MAKE THE MOST OF WHAT YOU HAVE

CREATE A LONG-TERM, INTEGRATED PLAN

Keys to Building a Successful Future

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Kate has accepted an executive position at a public company with a substantial compensation package and a variety of executive benefits. She has some major decisions to make—immediately.

First, she and her advisors must review her 401(k), deferred compensation, life insurance and stock option plans to fully understand each one’s terms, provisions and options. Then she needs to select beneficiaries for all four plans. The first two also require investment decisions, such as those related to asset allocation. In addition, Kate must answer key compensation questions: How would she like to defer her compensation? Over what time period will she be paid after leaving the company?

Now is also a good time for Kate to develop or rethink her estate plan. This could involve drafting or updating a will, revocable trust, durable power of attorney or even a health care directive. She might also want to consider holding her life insurance in an irrevocable trust. But perhaps the biggest challenge Kate faces is finding the time to do what must be done.

MAKING THE MOST OF EXECUTIVE BENEFITS FROM THE START

Identify Your Long-term Goals

Take the time to identify the long-term personal and financial goals that will drive your plan. Clearly define the former and quantify the latter—even though you realize both will evolve.

Keep your goals as aspirational or concrete as desired. Ask the big, basic questions about your career and your life. Define points where you may want to change direction or retire. And be sure to look beyond your own needs to those of your family or the future family you envision. By setting goals, you not only structure your thinking, but also lay the groundwork for future planning and decisions. Understand and Make The Most of What You Have

It is important to fully understand your retirement plan, compensation benefits, earnings and investments in order to optimize them. Each asset or potential asset has its own inherent set of rules and possibly even risks. Learning about your assets early in the game will help you leverage them later on.

You should also have a complete view of your liabilities. While few investors may regard liabilities as an asset, they can be used as such, particularly in nascent career stages and low-rate environments like our current one. With a “total balance sheet” mindset, you can more readily spot opportunities where a credit strategy offers the most advantageous way to access funds for an investment or expenses.

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Kate’s company has granted her restricted stock, one-third of which will vest in her name over each of the next three years. She has to make an important election within 30 days.

She can elect to recognize the current value of the stock as income in the year the grant is awarded. This will allow appreciation of the stock to be treated as a capital gain, taxed at a maximum rate of 15%. But if the stock declines in value, Kate will pay income tax on income she won’t receive. Alternately, if she does nothing, the value of the stock at the time of vesting will be considered ordinary income, taxed at rates up to 35%. Clearly, Kate’s decision will have a significant effect on her tax liability and her future.

WEIGHING THE TAX CONSEQUENCES OF RESTRICTED STOCK

Create a Long-term, Integrated Plan

It is critical to establish a long-term plan that integrates your lifetime needs and your wealth transfer goals, even though the plan will change over time. Be certain to incorporate realistic projections for your income and expenses, taking into consideration your family’s needs, the possibility of inflation, potential health care costs and other future factors.

In addition, you should include a mid-term component, enabling your operating plan for the foreseeable future to evolve into your plan for the endgame. For instance, your strategy might include transferring wealth to future generations in a tax-efficient manner while values are low, such as before a private company goes public (Exhibit 2). Equally important, make sure your plan is flexible, so that it can adapt to variable circumstances as your goals and your career mature.

One silver lining in a challenging market environment is the chance to implement wealth transfer plans in a highly tax-advantaged manner. Wealth can be moved to later generations while values are still low, enabling future appreciation with minimal taxes and no, or minimal, gift taxes to the grantor. While appropriate strategies are unique to each situation, the techniques listed above—individually or in combination—warrant consideration, particularly in a low interest rate, low valuation environment.

Exhibit 2

Private to Public Company Transitions WEALTH TRANSFER OPPORTUNITIES IN LOW VALUATION ENVIRONMENTS

Outright Gifts

Irrevocable Trusts

Grantor Retained Annuity Trusts (GRATs)

Sales to Intentionally Defective Grantor Trusts

Valuation Discount Planning

• Family Limited Partnerships (FLPs)• Limited Liability Companies (LLCs)

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AS A SENIOR EXECUTIVE IN YOUR MIDDLE EARNING YEARS, you face a new set of wealth management opportunities and challenges. For one, your compensation is more involved, comprising multiple tiers and representing a larger percentage of your wealth. At this point, it’s apt to be a complex combination of salary, bonuses, restricted stock and stock gains from exercised options.

Established Executives WHEN DETAILS MATTER MOST

It is also common for established executives to discover that hidden investment risks have grown in tandem with their career. For example, you may be holding a concentrated position or you might own discrete investments that would serve you better within a holistic strategy.

Concentrated positions, in particular, have a way of covertly establishing themselves, concealing their risks behind a wave of growth. When you consider a mid-career executive’s retirement accounts, options, restricted stock and purchase plans, the degree of exposure to a single stock can be staggering. This is also true of an executive who has held multiple positions in the same field, which can spur a concentration in a single sector or industry. While a concentrated position is clearly one of the biggest creators of wealth, it can also be one of its biggest destroyers (Exhibit 3).

Concentrated equity positions can impact every stage of your executive career, inconspicuously increasing risk in your portfolio. If the equity in which you have a concentrated position experiences a significant decline, the effect on your wealth and financial future can be devastating. Consider just these few recent examples of the risks inherent in holding too much of any one investment.

Exhibit 3

The Destructive Power of Concentrated Wealth

Value of 250,000 Shares

$ M

ILLI

ON

S

2007 2008 2009 2010 2011 2012

General Motors Bank of America NetflixYEAR

0.8 1.80*

15.6

76.2

10.3 10.3

0.7

(93%)

93%

(100%)

(77%)

(92%)

30.1

2012 data as of 1/31/12. Percents represent percent changes in value of 250,000 shares.*Existing equity investors lost any remaining value when General Motors filed for bankruptcy protection in 2009.

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Complex tax issues, including liabilities, seen and unseen, are likely to exacerbate your situation. In addition, your goals—and life circumstances—have most likely changed significantly since your career began. Or you may have acted on a series of independent decisions that made sense at the time, but lack the integrated perspective your current situation demands. As a result, your plan may be outdated or insufficient.

Even if you’re the extremely rare person whose goals and circumstances remain unaltered, the world continues to change at a faster clip each day. Plans built on yesterday’s assumptions about market return or future expenses (i.e., taxes, health care, general living) are destined to fail.

These numerous intricacies surround a single truth: you have less time than ever to think about them. Making the right decisions requires an intense focus on the many moving parts of your financial life, even as the professsional call of duty pulls you in multiple directions. Should you be one of the rare individuals who understands your wealth’s embedded risks and opportunities, your life has probably never been busier. In such cases, inaction may feel inevitable. It doesn’t have to be, however.

Addressing these issues is less involved than it may appear to be, and is well worth the attention. A knowledgeable advisor can guide you through the financial maze, using your time wisely as you take these key steps necessary to ensure tomorrow’s security:

Refine Your Goals

Begin by verifying that your long-term goals still make sense. Consider your lifetime spending needs, determining the income necessary for your current and future lifestyle. Look at all of tomorrow’s income sources and expenses (Exhibit 4). For instance, assess the costs that your company is assuming now, but won’t cover after retirement. They can be a substantial drain. Take the time also to revisit your family and legacy objectives—and redefine your vision as necessary.

REFINE GOALS

UNDERSTAND WHAT YOU HAVE AND WHAT YOU NEED

REFINE PLAN

PREPARE FOR PHILANTHROPIC AND FAMILY INTENTS

DEVELOP AND EXECUTE CONCENTRATED WEALTH STRATEGY

CREATE EXECUTIVE COMPENSATION MASTER PLAN

Keys Steps When Details Matter Most

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Kate’s 401(k) includes stock in her company. She has also been awarded stock options and restricted stock. Thus, as is the case with many mid-career executives, a large component of Kate’s wealth is concentrated in one company. She realizes she must diversify by selling some of her stock, keeping federal insider trading laws in mind. After meeting with her advisor, she learns that she can use a Rule 10b5-1 plan to sell the stock and minimize the risk of insider trading issues. If her investment manager structures and administers the plan correctly, while Kate may not be insulated entirely, she will have an affirmative defense against insider trading liability.

NAVIGATING CONCENTRATED WEALTH

Refine and Consistently Execute Your Wealth Management Plan

Your plan should continually be refined to reflect new realities, including market expectations, regulatory changes, tax laws and lifestyle shifts. Be certain also to take a fresh look at the way your life may have changed. Births, deaths, divorces, evolved interests and other factors should be reflected in your overall plan, as well as in planning instruments and documents.

In addition, at this stage of your career, you should have a total portfolio asset allocation strategy. Investments should be coordinated and working together; tax and wealth management strategies should be integrated in a single plan. This is also a good time to develop or reexamine your concentrated wealth strategy (see Strategic Alternatives for Managing Concentrated Wealth, pg. 14) and to make sure your retirement plan is incorporated into your overall game plan.

Exhibit 4

Determining True Retirement Income and Expenses: A Checklist CONSIDER DIVERSE ELEMENTS WHEN QUANTIFYING AND FORECASTING

INCOME AND EXPENSES

ASSESSING THE BALANCE SHEET

Income

Expenses

• Investment Portfolio/Trusts• Deferred Compensation• Executive Benefits• Pension Plan• Retirement Plan• Social Security• Other

• Housing and Living Expenses – Mortgage, Taxes, Maintenance• Personal Care and Spending – Insurance, Health Care, Long-Term Care• Expenses/Benefits Previously Covered by Company – Travel, Automobiles, Other Interests – Health Care and Other Insurance Premiums• Future Business Investments

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The growth of Kate’s company takes her to many different states, with a fair amount of travel from her home state to New York and California. She is surprised to learn that her income must be allocated to all three states for state income tax purposes. The allocation is based on the number of business days Kate spent in each state and requires filing tax returns in all three. In addition, if Kate’s employer doesn’t withhold state income taxes for the wages earned in New York and California, Kate may be required to make estimated state income tax payments to both states. Therefore, Kate talks with her advisor to avoid the state of confusion.

THE EXECUTIVE TRAVELER: PLANNING FOR TAXES IN MULTIPLE STATES

Prepare Your Family and Explore the Role of Philanthropy

Preparing your family for the money is just as important as preparing the money for your family. Involve family members in relevant wealth decisions at an early age. Address issues such as the need to create a family foundation or trusts with your advisor and your loved ones. By taking the mystery out of money, you equip your family members for their eventual role in preserving and growing wealth.

Philanthropy can be a valuable strategic goal that lets you incorporate your personal values into wealth planning while generating a beneficial social impact. By achieving a balance of doing well and doing good, you can ensure a legacy far beyond assets.

A number of tools and options should be considered as part of every corporate executive’s wealth management plan. If you haven’t already incorporated the resources below into your planning, now is a good time to explore the merits of doing so.

Exhibit 5

Laying a Strong Foundation COMMON WEALTH AND ESTATE PLANNING COMPONENTS

Will

Funded Revocable Trust

Durable Power of Attorney

Health Care Proxy

Irrevocable Life Insurance Trust

Charitable Giving

Lifetime Wealth Transfer Vehicles

• Outright Gift • Donor Advised Fund• Charitable Lead Trust

• Outright Gift • Grantor Retained Annuity (GRAT)

• Charitable Gift Annuity• Charitable Remainder Trust• Private Foundation

• Sale to Intentionally Defective Grantor Trust• Discount Planning Using FLP and LLC

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As Kate’s career progresses, she realizes that she needs sophisticated estate planning. She believes that some of her assets will greatly appreciate in the future and would prefer removing their value from her estate. She would like to use those assets to render lifetime gifts—without incurring a gift tax liability.

Her advisor presents two options: She can donate the assets to a charity with no gift tax. Or she can pay little or no gift tax by placing the assets in an irrevocable Grantor Retained Annuity Trust (GRAT). As with many elements of wealth planning, Kate’s decisions cannot be made in isolation. They must be weighed carefully against other influences. For instance, a GRAT is ideal when interest rates are low and market values are depressed— as they are in the current climate.

Kate decides to make a gift to a GRAT, retaining her interest in the GRAT for several years, after which the remaining assets will be transferred to a beneficiary. If the performance of the GRAT investments exceeds a pre-established rate, Kate will receive the excess funds at the termination of her “ownership” period, free of any gift tax.

LEVERAGING GIFT PLANNING OPPORTUNITIES

Too often, investors underestimate the impact of inflation, health care costs and other influences when calculating future income. They focus on the top line—their projected asset growth—without fully considering the affect of various asset drains over time.

At every stage of your executive career, it is important to map out your projected actual income and expenses and recalibrate future plans accordingly. Keep in mind how —and when—taxes, wealth transfer plans and other future costs could draw on assets, as well as the timing of inflows such as deferred compensation. In this way, you can build your future plans based on a realistic picture of what’s ahead.

Exhibit 6

Seeing Tomorrow Clearly UNDERSTANDING YOUR ACTUAL INCOME

Portfolio Growth under 2012 Tax Policy Asset allocation based on a 50/50 portfolio, diversified across asset classes. Annual living expenses in retirement are 5% of the portfolio value, increased at an assumed inflation rate of 2.5% per annum. Annual health care costs in retirement are $20,000 annually, increased at an assumed inflation rate of 6% per annum. Source: BNY Mellon Wealth Management. Please see endnote 1 for additional information.

$ M

ILLI

ON

S

2012

100

80

60

40

20

02024 2034 2044 2050

After All Taxes and Living Expenses

Without Any Taxes

Generating Assets Drawing on Assets

Retirement

After All Taxes, Living and Health Care Expenses

After All TaxesYEAR

Establish an Executive Compensation Master Plan

It is important to fully understand the tax, regulatory and investment implications of all your income sources, including deferred compensation, restricted stock, retirement plans, stock options and others. Guided by that knowledge, your advisor can create a tax-smart master plan. The plan should employ your compensation strategically, identifying investment opportunities and using timing and taxes to your financial advantage.

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Regardless of the life you envision, planning for retirement in your later leadership years can have an enormous impact on the quality of your life after work. Your compensation is certain to be more extensive—and more convoluted—than ever before. It is imperative to have a strategy for replacing it and for executing transactions such as cashing out executive benefits in a tax-efficient manner. In an ideal world, your plan would be in place before this phase even begins. In many case, it isn’t, but valuable steps still can be taken.

In addition, although you are well into your career, it is not unusual for concentrated positions to have gone unnoticed or unmanaged. Nor is it uncommon for hidden and complicated tax issues to emerge. Even your wealth transfer and family governance directives may be only half-formed.

Therefore, your wealth management plan should incorporate two strategies: one for your transition period and one for your retirement. You need to ensure that every possible opportunity is exploited as you move from work to after-work, and that the life you envision is the one you actually lead. Here are important steps that can help:

AS YOU MOVE CLOSER TO RETIREMENT, it’s important to define exactly what “retirement” means to you. Is it an opportunity to start a second career? To pursue the interests you had little time for while working? To strengthen your commitment to charitable causes?

Transitioning Executives PERFECTING THE PLAN FOR WHAT’S NEXT

CONFIRM AND ADJUST TO YOUR GOALS

EXECUTE PLAN

IMPLEMENT CONCENTRATED WEALTH STRATEGY

EXECUTE EXECUTIVE COMPENSATION MASTER PLAN

IMPLEMENT WEALTH PROTECTION AND TRANSFER STRATEGIES

CREATE RETIREMENT LIQUIDATION PLAN

Keys to a Successful Transition Into Retirement

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Confirm and Adjust Goals to Reflect Late-Stage Realities

Confirm your long-term objectives and make whatever adjustments are necessary to reflect new expenses, increased spending and changes in cash flow expectations. Be certain also to update your family and legacy goals. This reassessment may involve recalibrating your income plan based on lower return expectations or a soft economy. The ultimate intent? To ensure that market realities don’t undo everything you’ve worked to create.

Also take into account the impact of your future personal plans on your strategy. For example, domicile decisions have far reaching consequences on income and estate taxes—i.e., if you own houses in multiple states or are intending to move, your estate plan may need to be revised to take state laws into account. Refine and Continue to Execute Your Wealth Management Plan

As in the mid-stage of executive growth, a total portfolio asset allocation strategy remains important as you near retirement. Investments and their strategies must be coordinated, and plans must consider both sides of the balance sheet. Additionally, you should continue implementing your concentrated wealth strategy and your executive compensation master plan. Solidify Your Wealth Protection and Transfer Strategies

Secure your legacy by updating and skillfully implementing wealth protection and transfer strategies. Continue to leverage the role of philanthropy and solidify family governance plans to make sure your heirs are ready to manage assets when the time arrives. Create a Retirement Distribution Plan

This is your final opportunity to maximize the value of your retirement benefits while minimizing tax liabilities. That means making sure strategies are in place for managing plan distributions and compensation cash-outs, including determining the right timing for each. At what point should you cash in your 401(k)? What’s the best time to exercise your options? How will gifting impact liquidations? How could state-specific issues influence your pension distribution decisions? Consider all tax, investment and regulatory implications to ensure that your liquidation decisions are optimal and that they fully address your lifetime cash flow and income needs.

After a successful career, Kate is considering retirement. Her 401(k) and deferred compensation plans are substantial and her investment portfolio is large. In addition, she will receive a monthly retirement benefit from her company’s defined contribution plan. She needs to ensure that the tax consequences of her distributions are minimized.

Kate lives in a state with a high income tax rate, but is planning to move to Florida, which has no income tax. She is concerned that her distributions will be subject to the tax laws of her current state, even though she will be living elsewhere. Her advisors inform her that a federal law enacted during the Clinton administration prevents her pension and 401(k) benefits from being taxed once she becomes a Florida resident. This is not true of her deferred compensation plan.

Kate’s deferred compensation distributions are subject to taxation in her home state unless she elected years ago to take her distributions over an extended period of time. Fortunately, her advisors recommended that strategy from the start. Her deferred compensation payouts were structured to avoid the future threat of her home state’s high taxes.

Unfortunately, some of Kate’s colleagues were not as lucky. Upon retiring to Florida, they discovered that the deferred compensation decisions they made early in their career now subject them to the taxes of a state in which they no longer reside.

ACROSS STATE LINES: STRUCTURING RETIREMENT PAYOUTS TO MINIMIZE TAX EXPOSURE

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Strategic Alternatives for Managing Concentrated Wealth

Moving away from a concentrated position presents a two-fold challenge: You must diversify your portfolio while managing its significant embedded tax costs. What’s more, these two components must be balanced in the context of your particular circumstances and goals.

In addressing this challenge, the first step is to fully quantify its scope. Your advisor should analyze all your compensation and investments to clearly identify your concentrated position(s). Then a unified plan should be created that may involve a number of strategies: 1. Sell and diversify—This approach is usually implemented with an outright sale or a Rule 10b5-1 plan. The goal is to liquidate your concentrated position and redeploy your assets in a broadly diversified portfolio, while taking advantage of current favorable Federal long-term capital gains rates.

2. Gifting—Philanthropy affords significant benefits in terms of deferral and avoidance of Federal capital gains taxes. It also provides your family with the opportunity to pass on its values to future generations by building a legacy of sharing. Grantor Retained Annuity Trusts and Family Limited Partnerships can also be effective.

3. Hold a position and diversify through borrowing or derivatives—If circumstances preclude a stock sale or transfer, your advisor might recommend strategies such as borrowing, exchange funds or derivatives (i.e., prepaid variable forward sales contracts, cashless collar, etc.). This allows you to retain some or all of the concentrated security while generating liquidity to diversify your portfolio or meet other financial needs.

Kate, who is 62, is reviewing her retirement cash flow. Some factors are beyond her control: the timing of her monthly pension benefit, the start date of her deferred compensation (the day she stops working), and her deferred compensation payout, which will be spread over 10 years.

After careful analysis, Kate decides to meet her cash flow needs over the next 20 years with her monthly pension benefit and, over the first 10 years, with her deferred compensation distribution as well. By the time her 10-year deferred compensation ends, Kate’s 401(k) distribution will have begun, as it is required to start the year after she turns 70½. In addition, she will be able to take distributions from her investment portfolio as needed.

By incorporating her retirement accounts’ restrictions and allowances into her planning, Kate is able to meet her cash flow needs and live comfortably and securely in retirement.

COORDINATING DISBURSEMENTS TO MEET CASH FLOW NEEDS TAX EFFECTIVELY

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It is critical to work with an advisor who has a deep understanding of wealth management, as well as proven experience with corporate executives and their convoluted compensation. The right mindset is also important. Your advisor should remain active, engaged and accountable—and should care about your goals. He or she should also value the input of other experts who may be integral to your success, such as accountants and attorneys.

Finding the team that’s right for you is a highly personal undertaking and may require a bit of due diligence. But it is well worth the undertaking. BNY Mellon: Experienced Wealth Management, Executive Focus

BNY Mellon is a global financial leader with extensive experience serving the needs of corporate executives (Exhibit 8). No matter where you are in your career, BNY Mellon Wealth Management can provide assistance in four key areas:

CREATING AND EXECUTING A PLAN BASED ON YOUR CAREER STAGE IS CRITICAL, even if your circumstances do not fit neatly into one of the categories presented here. However, ongoing management and expertise are equally instrumental in pursuing your long-term goals, keeping you on track as your needs evolve.

Choosing a Team with Good Business Sense

LONG-TERM PLANNING

EXECUTIVE WEALTH ANALYSIS AND PLANNING

PLAN EXECUTION

ACTIVE MANAGEMENT

Keys to Meeting The Needs of Corporate Executives

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Long-Term Planning

We partner with you to develop a dynamic integrated plan based on a clear vision of your future. This includes an analysis of your personal, family and financial goals, plus a full balance sheet review (assets and liabilities). Equally key, your plan is structured to continually adapt to business, life and market changes. Executive Wealth Analysis and Planning

We manage all issues related to executive wealth, simplifying complexity and minimizing the obstacles that prevent so many executives from planning. By addressing important ideas and decisions when they should be addressed, we lighten your burden and lay a solid groundwork for growth. Plan Execution

We maintain a holistic view of your plan while paying detailed attention to its many complex, moving parts—investment strategy; stock sales; tax, estate, cash flow and income planning; retirement distributions, etc. As a result, you make decisions that are strategic and take action at the most opportune moments. Active Management

Your plan is continually and actively monitored, managed and adjusted. Guided by our highly disciplined approach, we never lose sight of your long-term goals or the important daily details and decisions. By applying our best-in-class resources and unrivaled expertise on an ongoing basis, we not only shape your success, but also help ensure it.

As a BNY Mellon client, you work with a dedicated portfolio manger who is supported by a team of experts in all areas of wealth, including executive compensation strategists. This client-focused approach ensures that you receive whatever world-class guidance and resources you need, whenever you need them.

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BNY Mellon—Relevant Leadership Strengths for Our Executive Clients

• Clients include 89% of the Fortune 500 • 225+ years of financial strength and stability• Among the nation’s leading wealth managers 1

• Among the world’s largest asset managers 2

• Industry-leading wealth management client satisfaction and retention rates • Deep expertise in investment management, wealth and estate planning, and private banking

1 Barron’s, September 19, 2011 2 Pensions and Investments, October 31, 2011

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Exhibit 8

BNY Mellon Wealth Management EXECUTIVE WEALTH SERVICES

Long-Term Planning

Executive Wealth Analysis and Planning Plan Execution

Analysis of Personal, Financial and Family Goals

Full Balance Sheet Evaluation

Dynamic and Integrated Long-Term Plan Development

Concentrated Position Management• 10b5-1 plan coordination • Concentrated equity solutions • Equity derivatives • Directed trading • Dedicated trading platform

Executive Stock Sales and Implementation• Specialized lending arrangements • Facilitation of stock option exercises • Stock purchase and restricted stock sales and management

Proceeds Management• Tax-conscious planning and execution • Ongoing harvesting of gains and losses • Retirement plan disbursement strategy • Custody and safekeeping • Self-directed investing

Liquidity Management• Customized lending • Charitable plan implementation • Full trust powers

Compensation Evaluation• Stock option planning and modeling • Restricted stock planning • Non-qualified, SERP, IRA and other retirement plan analysis • Insider executive issues management • Compensation master plan development

Liquidity and Liability Analysis• Retirement cash flow projections • Credit planning • Specialty financing analysis and solutions

Wealth and Estate Planning• Wealth protection and transfer • Legacy and family governance • Philanthropy and administration • Insurance evaluation and coordination

Concentrated Position Strategies• Concentrated holdings analysis • Diversification strategy analysis Tax Strategies and Coordination

Active Management

Team Service Approach

Disciplined Process for Managing Strategies

Best-in-Class Resources

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IT IS NOT UNUSUAL FOR A CORPORATE EXECUTIVE to grow his or her wealth, yet lack an overall wealth management plan. Even those who put a plan in place sometimes make the mistake of letting it stay there. Instead, your plan should adapt to market dynamics, new opportunities, regulatory shifts and the transitions of your own life. In short, you need to plan and keep planning. We stand ready to help.

Plan with an Experienced Advisor

The information provided is for illustrative/educational purposes only. All investment strategies referenced in this material come with investment risks, including loss of value and/or loss of anticipated income. Past performance does not guarantee future results. This material is not intended to constitute legal, tax, investment or financial advice. Effort has been made to ensure that the material presented herein is accurate at the time of publication. However, this material is not intended to be a full and exhaustive explanation of the law in any area or of all of the tax, investment or financial options available. The information discussed herein may not be applicable to or appropriate for every investor and should be used only after consultation with professionals who have reviewed your specific situation.

Pursuant to IRS Circular 230, we inform you that any tax information contained in this communication is not intended as tax advice and is not intended or written to be used, and cannot be used, for the purpose of (i) avoiding penalties under the Internal Revenue Code or (ii) promoting, marketing or recommending to another party any transaction or matter addressed herein.

©2012 The Bank of New York Mellon Corporation. All rights reserved.

Endnote 1 Exhibit 6, Seeing Tomorrow Clearly

The husband and wife are each 52 years old in 2012. While working (through 2019), they contribute $125,000 annually to their initial $5 million portfolio established in 2010. They plan to retire at age 60 (in 2020). The couple’s blended 50/50 portfolio comprises 27% U.S. large cap equity, 5.3% U.S. mid cap equity, 3.2% U.S. small cap equity, 6.5% developed international equity, 7.5% emerging markets equity, 41.6% tax-exempt fixed income, 2% high yield fixed income, 2% emerging markets debt, 1% commodities and 3.9% managed futures. The illustration in exhibit 15 is based on a linear growth projection based on annual return assumptions of approximately 6.3% pre tax and 5.5% after tax.

2012 tax policy assumes 35% federal income tax, 15% long-term capital gains tax, 15% dividends tax and 5.3% state income tax.