Filed by: HomeStreet, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: HomeStreet, Inc. Commission File No.: 001-35424 The following questions and answers were made available to all employees of HomeStreet, Inc. and HomeStreet Bank in connection with the proposed transaction between HomeStreet, Inc. and FirstSun Capital Bancorp.
HomeStreet, Inc. and FirstSun Capital Bancorp Merger Informa�on – INTERNAL USE ONLY Page 1 of 6 5/9/24 HomeStreet Bank Employee Q&A - INTERNAL USE ONLY If an employee con�nues with Sunflower, will there be 2 separate sick �me accrual banks and vaca�on accrual banks? Please see Q&A dated 4/3/24 for details about sick & safe �me and vaca�on �me balances that HomeStreet employees currently have and how they would be handled in the event of merger. As it relates to Sunflower Bank (SFB) �me off, SFB uses a Paid Time Off (PTO) model, which does not separate sick & safe �me from vaca�on �me. Usage of PTO at SFB will be based on the SFB policy with guidelines for usage depending on an employee’s status with the company. Specifically, the most recent SFB PTO policy, updated and approved in August of 2023, states in part, the following guidelines: 2.1 PTO GUIDELINES All full-�me and part-�me employees are considered eligible under this policy, with the excep�on of those who are .25 or .00 FTE. Employees at a .25 FTE or .00 FTE are not eligible for this benefit. Non-officer new hires will have a wai�ng period of 60 days before they are allowed to use �me. Officer new hires will have a wai�ng period of 30 days before they are allowed to use �me. The only excep�on would be if a new hire gains approval prior to employment from both their manager and Human Resources. Employees that are 1.0 (FTE) are calculated at 8 hours per day of PTO; Employees that are .75 (FTE) are calculated at 6 hours per day of PTO, and employees that are .50 (FTE) are calculated at 4 hours per day of PTO. PTO guidelines for years of service are s�ll applicable, meaning the longer the tenure, the more PTO �me, but the guidelines are not the minimum or the maximum. Taking PTO has flexibility. Employees could go over that amount or could go less than that amount. Please see charts below for guidance. EVPs and SVPs would be in the 25 days/year range. Full-Time PTO Guidelines Years of Service Non-officer (1.0 & .75 FTEs) Officer 0 – 9 years 15 days/year 20 days/year 10 – 19 years 20 days/year 20 days/year 20+ years 25 days/year 25 days/year
Page 2 of 6 2.3.1 Required Leave Minimum It will be required that all full-�me employees (1.00 & .75 FTEs) take one full week of PTO each calendar year (January through December). This requirement will begin in 2023. Holidays can count towards the five consecu�ve days off if they fall on a weekday, but weekends (Saturday & Sundays) do not count towards this requirement. In addi�on to the five consecu�ve days, each full-�me employee (1.00 & .75 FTE) will be required to use an addi�onal week of PTO (1.00 FTE = 40 hours & .75 FTE = 30 hours) in smaller increments throughout the year. PTO must be taken in one-hour increments. Will we use HSB �me off before using Sunflower �me off? Yes. Any employees who transfer with HomeStreet Bank (HSB) �me off will be required to draw from their applicable HSB pools of �me off prior to using SFB �me off. Is �me off accrual front-loaded or accrued over �me? When will Sunflower �me off begin accruing? Is there an accrual cap? What are the accrual rates? SFB employees do not accrue �me off, rather usage is based on the company’s Paid Time-off (PTO) Policy. Is vaca�on paid out upon separa�on from Sunflower? Employees who transi�on from HSB to SFB and who carry over a pool of vaca�on hours, will have any accrued unused vaca�on balance paid to them a�er termina�on of employment. Otherwise, since the SFB policy does not create any accrual of vaca�on �me, there would be no addi�onal payout upon separa�on. If you have a 401K loan and have a payroll deduc�on- will that remain in place on a go forward basis? We are working to determine how employee loans from 401(k) accounts and payroll deduc�ons will be handled. We an�cipate that loans for transferring employees will be permited to be transferred to Principal Financial Group and payroll deduc�ons will con�nue to be able to be processed in an automated manner. However, more informa�on will be forthcoming to 401(k) loan holders when it becomes available. What happens to my HomeStreet stock at acquisi�on? If Sunflower does not offer company stock in their 401k, how does the HomeStreet stock get converted to FirstSun and sold? SFB does not offer the op�on to have company stock in employee 401(k) accounts. We are currently determining how any HMST shares in an employee’s 401(k) Schwab account will be handled and more informa�on will be shared when it becomes available. Is there going to be an updated insider trading window calendar? HSB’s 2024 Trading Windows for HomeStreet, Inc. Common Stock Under Insider Trading Policy can be found on SharePoint at the following link on our SharePoint site: htps://hsb.sharepoint.com/sites/legal/OrgCharts/Insider%20Trading%20Calendar%20- %20FINAL%20(rev.%205-09-24).pdf
Page 3 of 6 The open trading window may change from �me to �me and HSB’s Insider Trading Policy should be followed and may be found at the following link on our SharePoint site: https://hsb.sharepoint.com/sites/corp/BAP1/Insider%20Trading%20Policy.pdf What will happen to exis�ng Health Savings Account balances with Wex? At this �me, your HSA balances with Wex will con�nue. SFB does not have a required HSA carrier. In 2025, employees who enroll in a HDHP will be required to provide SFB with an account number and rou�ng number from a financial ins�tu�on of their choosing to make HSA contribu�ons. Is there any informa�on on the 401k plan, will our current 401k be rolled into the Sunflower plan? SFB employees are able to par�cipate in their employer-sponsored 401(k) plan with Principal Financial Group. Transferring employees, who will be eligible to par�cipate in the HSB 401(k) plan as of the merger close date, will be immediately able to par�cipate star�ng with their first paycheck, and Sunflower Bank will match your contribu�on for each dollar you contribute to the plan, up to the first 6%. HSB employees who are not eligible to par�cipate in the HSB 401(k) plan on the merger close date will have to wait 90 days from their hire date to par�cipate. HSB employees who are par�cipa�ng in HSB’s 401(k) plan with Schwab will be no�fied with their op�ons to roll funds into an Individual Re�rement Account or to roll funds into SFB’s 401(k) plan with Principal Financial Group. More informa�on will be sent to you once it becomes available. Once we merge with FirstSun will my benefits as a 20-hour a week employee remain the same or will I have to increase my hours to con�nue to be eligible? Will my PT status affect my �me off eligibility? SFB offers many benefits, including a slightly higher company match for 401(k) contribu�ons. Assuming you are asking about medical benefit coverage for part-�me employees, the answer is that medical benefits are available to part-�me 20-hour per week employees. The premium SFB passes along to part-�me employees is expected to be higher than the premium HSB passes along to part-�me employees. More informa�on about costs and available coverage will be available before the open enrollment period later this year. For people that are offered a posi�on at Sunflower, will HomeStreet years of service convert to Sunflower years of service? Yes. Years of service recorded with HSB will be recognized at SFB. If I receive equity awards, will the shares be converted and then deposited into my S�fel account as normal? At this �me, we do not know whether our rela�onship with S�fel will con�nue. However, we are working toward a posi�ve solu�on for our employees and more informa�on will be shared when it becomes available.
Page 4 of 6 Will there be any limita�ons other than normal repor�ng period blackout periods that will prevent par�cipants from selling their shares a�er the merger? HMST shares will be converted to FSUN shares based on the exchange ra�o stated in the merger announcement. HMST shares will no longer exist and will instead have become FSUN shares. As FSUN is planning to list on the NASDAQ, we an�cipate FSUN will have its own trading policy and trading window for employees. At this �me, we do not know the �ming for that planned lis�ng and we do not know what that policy will be and therefore we cannot provide an answer to this ques�on. If you are currently in a bankruptcy and have trustee payments that are done via a payroll deduc�on will those con�nue without interrup�on? Yes, the trustee payments will con�nue to be deducted per the current order. We recommend le�ng the receiving ins�tu�on know once the merger is approved and the effec�ve date is finalized in case any updated paperwork needs to be sent. Will there be early re�rement packages offered before the layoffs which might help someone else keep their job? HSB does not offer any re�rement packages and has no plans to offer early re�rement packages. We do appreciate the value of One Team and the culture you create with your generous inten�ons. HSB recommends you keep open communica�ons with your manager so they are aware if you intend to re�re so that appropriate plans can be made to offer posi�ons to others when possible. There is nothing wrong with �ming a re�rement date with a planned merger termina�on date and that scenario can be a win-win situa�on. I’m wondering how the pre-2009 sick and safe �me bucket will be handled at merger with Sunflower. HSB has a handful of employees who were employed by HomeStreet before January 1, 2009 and who had accrued sick �me prior to the 2009 policy change. For any transferring employees with pre-2009 accrued sick �me hours, those will be transferred into their own ‘bucket’ which would be drawn down first, just as they are today at HomeStreet. Should any pre-2009 sick �me hours remain when such employee terminates employment, SFB will pay out the value of those hours at the promised rate of one-half of the balance to a maximum of 30 days, prorated for part-�me employees. What does outplacement services entail? Outplacement services generally provides displaced employees with an opportunity to meet with professionals who can help them think about career choices, build their resume, and prac�ce interviewing skills. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This communication contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding the
Page 5 of 6 proposed transaction between HomeStreet, Inc. (“HomeStreet”) and FirstSun Capital Bancorp (“FirstSun”). In general, forward-looking statements can be identified through use of words such as “may,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan,” “estimate,” “predict,” “continue” and “potential” or the negative of these terms or other comparable terminology, and include statements related to the expected timing, completion, financial benefits, and other effects of the proposed mergers (the "Merger"). Forward-looking statements are not historical facts and represent management’s beliefs, based upon information available at the time the statements are made, with regard to the matters addressed; they are not guarantees of future performance. Actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. Forward-looking statements are subject to numerous assumptions, risks and uncertainties that change over time and could cause actual results or financial conditions to differ materially from those expressed in or implied by such statements. Factors that could cause or contribute to such differences include, but are not limited to, (1) expected cost savings, synergies and other financial benefits from the Merger not being realized within the expected time frames or at all and costs or difficulties relating to integration matters being greater than expected, (2) the ability of HomeStreet to obtain the necessary approval by its shareholders, (3) the ability of FirstSun and HomeStreet to obtain required governmental and regulatory approvals of the Merger when expected or at all (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the Merger), (4) the ability of FirstSun to consummate their investment agreements to obtain the necessary capital to support the transaction, (5) the failure of the closing conditions in the definitive Agreement and Plan of Merger (as amended from time to time in accordance with its terms, the “Merger Agreement”), dated as of January 16, 2024, by and between HomeStreet and FirstSun to be satisfied, or any unexpected delay in closing the Merger, (6) the occurrence of any event, change or other circumstance that could give rise to the right of one or both of the parties to terminate the Merger Agreement, (7) the diversion of management's attention from ongoing business operations and opportunities, (8) potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the Merger, (9) the outcome of any legal proceedings that have been or may be instituted against FirstSun or HomeStreet, and (10) HomeStreet’s ability to successfully consummate the proposed Merger with FirstSun. Further information regarding additional factors that could affect the forward-looking statements can be found in the cautionary language included under the headings “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors” in FirstSun’s preliminary registration statement on Form S-4 that contains a preliminary HomeStreet proxy statement and a preliminary prospectus of FirstSun discussed below, “Forward-Looking Statements” and “Risk Factors” in HomeStreet’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 and other documents subsequently filed by FirstSun and HomeStreet with the U.S. Securities and Exchange Commission (“SEC”). ADDITIONAL INFORMATION AND WHERE TO FIND IT IN CONNECTION WITH THE MERGER BETWEEN FIRSTSUN, A DELAWARE CORPORATION, AND HOMESTREET, A WASHINGTON CORPORATION, FIRSTSUN FILED WITH THE SEC A PRELIMINARY REGISTRATION STATEMENT ON FORM S-4 THAT INCLUDED A PRELIMINARY PROXY STATEMENT OF HOMESTREET AND A PRELIMINARY PROSPECTUS OF FIRSTSUN ON MARCH 8, 2024, WHICH IS NOT YET FINAL AND WILL BE AMENDED, AS WELL AS OTHER RELEVANT DOCUMENTS CONCERNING THE PROPOSED TRANSACTION. INVESTORS AND SECURITY HOLDERS, PRIOR TO MAKING ANY INVESTMENT OR VOTING DECISION, ARE URGED TO READ THE PRELIMINARY REGISTRATION STATEMENT AND PRELIMINARY PROXY STATEMENT/PROSPECTUS (AND ANY OTHER DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE MERGER OR INCORPORATED BY REFERENCE
Page 6 of 6 INTO THE PRELIMINARY PROXY STATEMENT/PROSPECTUS) AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS AND THE DEFINITIVE VERSIONS THEREOF (WHEN THEY BECOME AVAILABLE) BECAUSE SUCH DOCUMENTS CONTAIN AND WILL CONTAIN IMPORTANT INFORMATION REGARDING THE MERGER. Investors and security holders may obtain free copies of these documents, including the preliminary proxy statement of HomeStreet and the preliminary prospectus of FirstSun, and other documents filed with the SEC on its website at www.sec.gov. Investors and security holders may also obtain free copies of the documents filed with the SEC from (i) FirstSun on its website at https://ir.firstsuncb.com/investor- relations/default.aspx, and (ii) HomeStreet on its website at https://ir.homestreet.com/sec-filings/all- filings/default.aspx. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. PARTICIPANTS IN THE SOLICITATION FirstSun, HomeStreet and certain of their directors and executive officers may be deemed participants in the solicitation of proxies from shareholders of HomeStreet in connection with the proposed Merger. Information regarding the directors and executive officers of FirstSun and HomeStreet and other persons who may be deemed participants in the solicitation of the shareholders of HomeStreet in connection with the proposed Merger are included in the preliminary proxy statement/prospectus for HomeStreet’s shareholder meeting, which was filed by FirstSun with the SEC on March 8, 2024. Information about the directors and officers of FirstSun and their ownership of FirstSun’s common stock can be found in FirstSun’s annual report on Form 10-K, as filed with the SEC on March 7, 2024, and other documents subsequently filed by FirstSun with the SEC. Information about the directors and officers of HomeStreet and their ownership of HomeStreet’s common stock can be found in HomeStreet’s preliminary proxy statement included in the preliminary registration statement on Form S-4, as filed by FirstSun with the SEC on March 8, 2024, HomeStreet’s annual report on Form 10-K, as filed by HomeStreet with the SEC on March 6, 2024, as amended by HomeStreet’s annual report on Form 10-K/A, as filed by HomeStreet with the SEC on April 29, 2024, and other documents subsequently filed by HomeStreet with the SEC. Additional information regarding the interests of such participants is included in the preliminary proxy statement/prospectus and other relevant documents regarding the proposed Merger filed with the SEC when they become available.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This communication contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding the proposed transaction between HomeStreet, Inc. (“HomeStreet”) and FirstSun Capital Bancorp (“FirstSun”). In general, forward-looking statements can be identified through use of words such as “may,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan,” “estimate,” “predict,” “continue” and “potential” or the negative of these terms or other comparable terminology, and include statements related to the expected timing, completion, financial benefits, and other effects of the proposed mergers (the "Merger"). Forward-looking statements are not historical facts and represent management’s beliefs, based upon information available at the time the statements are made, with regard to the matters addressed; they are not guarantees of future performance. Actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. Forward-looking statements are subject to numerous assumptions, risks and uncertainties that change over time and could cause actual results or financial conditions to differ materially from those expressed in or implied by such statements. Factors that could cause or contribute to such differences include, but are not limited to, (1) expected cost savings, synergies and other financial benefits from the Merger not being realized within the expected time frames or at all and costs or difficulties relating to integration matters being greater than expected, (2) the ability of HomeStreet to obtain the necessary approval by its shareholders, (3) the ability of FirstSun and HomeStreet to obtain required governmental and regulatory approvals of the Merger when expected or at all (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the Merger), (4) the ability of FirstSun to consummate their investment agreements to obtain the necessary capital to support the transaction, (5) the failure of the closing conditions in the definitive Agreement and Plan of Merger (as amended from time to time in accordance with its terms, the “Merger Agreement”), dated as of January 16, 2024, by and between HomeStreet and FirstSun to be satisfied, or any unexpected delay in closing the Merger, (6) the occurrence of any event, change or other circumstance that could give rise to the right of one or both of the parties to terminate the Merger Agreement, (7) the diversion of management's attention from ongoing business operations and opportunities, (8) potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the Merger, (9) the outcome of any legal proceedings that have been or may be instituted against FirstSun or HomeStreet, and (10) HomeStreet’s ability to successfully consummate the proposed Merger with FirstSun. Further information regarding additional factors that could affect the forward-looking statements can be found in the cautionary language included under the headings “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors” in FirstSun’s preliminary registration statement on Form S-4 that contains a preliminary HomeStreet proxy statement and a preliminary prospectus of FirstSun discussed below, “Forward-Looking Statements” and “Risk Factors” in HomeStreet’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 and other documents subsequently filed by FirstSun and HomeStreet with the U.S. Securities and Exchange Commission (“SEC”). ADDITIONAL INFORMATION AND WHERE TO FIND IT IN CONNECTION WITH THE MERGER BETWEEN FIRSTSUN, A DELAWARE CORPORATION, AND HOMESTREET, A WASHINGTON CORPORATION, FIRSTSUN FILED WITH THE SEC A PRELIMINARY REGISTRATION STATEMENT ON FORM S-4 THAT INCLUDED A PRELIMINARY PROXY STATEMENT OF HOMESTREET AND A PRELIMINARY PROSPECTUS OF FIRSTSUN ON MARCH 8, 2024, WHICH IS NOT YET FINAL AND WILL BE AMENDED, AS
WELL AS OTHER RELEVANT DOCUMENTS CONCERNING THE PROPOSED TRANSACTION. INVESTORS AND SECURITY HOLDERS, PRIOR TO MAKING ANY INVESTMENT OR VOTING DECISION, ARE URGED TO READ THE PRELIMINARY REGISTRATION STATEMENT AND PRELIMINARY PROXY STATEMENT/PROSPECTUS (AND ANY OTHER DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE MERGER OR INCORPORATED BY REFERENCE INTO THE PRELIMINARY PROXY STATEMENT/PROSPECTUS) AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS AND THE DEFINITIVE VERSIONS THEREOF (WHEN THEY BECOME AVAILABLE) BECAUSE SUCH DOCUMENTS CONTAIN AND WILL CONTAIN IMPORTANT INFORMATION REGARDING THE MERGER. Investors and security holders may obtain free copies of these documents, including the preliminary proxy statement of HomeStreet and the preliminary prospectus of FirstSun, and other documents filed with the SEC on its website at www.sec.gov. Investors and security holders may also obtain free copies of the documents filed with the SEC from (i) FirstSun on its website at https://ir.firstsuncb.com/investor- relations/default.aspx, and (ii) HomeStreet on its website at https://ir.homestreet.com/sec-filings/all- filings/default.aspx. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. PARTICIPANTS IN THE SOLICITATION FirstSun, HomeStreet and certain of their directors and executive officers may be deemed participants in the solicitation of proxies from shareholders of HomeStreet in connection with the proposed Merger. Information regarding the directors and executive officers of FirstSun and HomeStreet and other persons who may be deemed participants in the solicitation of the shareholders of HomeStreet in connection with the proposed Merger are included in the preliminary proxy statement/prospectus for HomeStreet’s shareholder meeting, which was filed by FirstSun with the SEC on March 8, 2024. Information about the directors and officers of FirstSun and their ownership of FirstSun’s common stock can be found in FirstSun’s annual report on Form 10-K, as filed with the SEC on March 7, 2024, and other documents subsequently filed by FirstSun with the SEC. Information about the directors and officers of HomeStreet and their ownership of HomeStreet’s common stock can be found in HomeStreet’s preliminary proxy statement included in the preliminary registration statement on Form S-4, as filed by FirstSun with the SEC on March 8, 2024, HomeStreet’s annual report on Form 10-K, as filed by HomeStreet with the SEC on March 6, 2024, as amended by HomeStreet’s annual report on Form 10-K/A, as filed by HomeStreet with the SEC on April 29, 2024, and other documents subsequently filed by HomeStreet with the SEC. Additional information regarding the interests of such participants is included in the preliminary proxy statement/prospectus and other relevant documents regarding the proposed Merger filed with the SEC when they become available.