COMPENSATION COMMITTEE REPORT Sample Clauses

COMPENSATION COMMITTEE REPORT. As is the case each year, the Compensation Committee reviewed the proposed 2000 salary and bonuses and considered 1999 stock option grants for the executive officers at the Compensation Committee meeting on December 16, 1999. Base salaries for all executive officers are established at levels considered appropriate considering the scope of each officer's responsibilities. The proposed salary levels were compared to nationally recognized published compensation surveys and were in line with or below the average salary levels in the report for comparable positions of responsibility. A significant amount of the total compensation of Mr. Xxxxxx, Xx. Train and each other executive officer is dependent on the performance of the Company. Presidents of the Company's operating divisions (including Messrs. Andexxxx, Xxbexxx xxx Sandxxxx) xxrn bonuses equal to a stated percentage of their base salary based on the return on average capital employed for their respective divisions. The other corporate officers earn bonuses based on the Company's net income. For competitive reasons, the Compensation Committee has determined not to specify the target return rates. Executive officers other than Messrs. Martxx xxx Train can elect, at the beginning of each fiscal year, to defer 25% of their bonus into a growth bonus program for three years. They receive interest on their deferred amounts plus a growth bonus equal to the four year compound
Sample 1Sample 2
AutoNDA by SimpleDocs
COMPENSATION COMMITTEE REPORT. The Compensation Committee of the Company's Board of Directors (the "Committee") is responsible for establishing policies and programs for compensating Heartport's executive officers. Each year, the Committee determines the base salary payable to the Chief Executive Officer ("CEO") and all other executive officers, and approves the incentive bonus program for the CEO and other executive officers. In addition, the Committee administers the Company's 1996 Stock Option Plan and Employee Stock Purchase Plan. The Committee has the exclusive authority to grant stock options to the Company's officers. For fiscal 2000, the Committee considered both qualitative and quantitative factors in determining executive officer compensation levels, including commercially-prepared surveys of comparable companies.
Sample 1
COMPENSATION COMMITTEE REPORT. The Compensation Committee has reviewed and discussed the Compensation Discussion and Analysis with management and based on the review and discussions, the Compensation Committee recommended to the Company’s Board of Directors that the Compensation Discussion and Analysis be included in this proxy statement and incorporated by reference into the Company’s annual report on Form 10-K. THE COMPENSATION COMMITTEE Barry J. Alperin, Chairman Donald J. Kabat Norman S. Matthews
Sample 1
COMPENSATION COMMITTEE REPORT. ON EXECUTIVE COMPENSATION
Sample 1
COMPENSATION COMMITTEE REPORT. Under the supervision of the Compensation Committee of the Board of Directors (the "Committee"), the Company has attempted to develop and implement compensation policies, plans and programs which seek to enhance the profitability of the Company and to maximize shareholder value by closely aligning the financial interests of the Company's executive officers with those of its shareholders. The Committee is currently comprised of Messrs. Xxxxx and Xxxxxxxxx. The Company's general compensation philosophy, which is determined by the Committee, is to offer compensation so as to enable the Company to attract and retain talented and experienced executive officers who are able to assist the Company in accomplishing its strategic and performance goals and to allow such executive officers to participate in the increase in value of the Company upon attaining such goals. Such compensation consists of salary, performance-based bonus and stock options/restricted stock. In determining the salary, bonus and stock option/restricted stock awards for the Company's executive officers, the Committee takes into account the overall performance of the Company as well as its subjective determination of the contribution of each executive officer to that performance. The Committee does not limit its evaluation of Company performance to any particular performance measure, nor does it apply any specific formula in relating Company performance to salary, bonus or stock option/restricted stock award levels. Four of the five Named Officers are parties to employment agreements with the Company, which are described herein in the section entitled "Employment and Severance Agreements." The Committee believes that the compensation offered pursuant to such agreements is consistent with the Company's compensation philosophy. In 1999, Xx. Xxxxx'x salary was $750,000 and, given the Company's significant improvement in results of operations and financial condition during 1999, received a $750,000 bonus for 1999. He also received a bonus of $500,000 following completion of the successful sale of the Company's freight car operations. Xx. Xxxxx'x economic interests are further aligned with the shareholders of the Company due to his significant ownership interest in the Company (see "Principal Shareholders and Security Ownership of Management"). The Committee has not developed a formal policy on the rules regarding deductability of executive compensation because the Company's compensation of its execut...
Sample 1
COMPENSATION COMMITTEE REPORT. As is the case each year, the Compensation Committee reviewed the proposed 2000 salary and bonuses and considered 1999 stock option grants for the executive officers at the Compensation Committee meeting on December 16, 1999. Base salaries for all executive officers are established at levels considered appropriate considering the scope of each officer's responsibilities. The proposed salary levels were compared to nationally recognized published compensation surveys and were in line with or below the average salary levels in the report for comparable positions of responsibility.
Sample 1
COMPENSATION COMMITTEE REPORT. The Compensation Committee has reviewed and discussed the Compensation Discussion and Analysis required by Item 402(b) of Regulation S-K with management and, based on such review and discussions, the Compensation Committee recommended to the Realogy Holdings Board of Directors that the Compensation Discussion and Analysis be included in this Annual Report. REALOGY HOLDINGS CORP. COMPENSATION COMMITTEE Xxxx X. Xxxxxx (Chair) X. Xxx Xxxxxx Xxxxxxx X. Xxxxxxxx 91 2012 Summary Compensation Table The table below sets forth the compensation we provided in 2012, 2011 and 2010 to our named executive officers. As discussed in the "Compensation Discussion and Analysis," 2012 compensation reflects the grant date fair value of equity awards made in conjunction with our October 2012 initial public offering as well as the remaining payments under the 2011-2012 Multi-Year Cash Retention Plan and as noted previously, we do not expect to establish a cash retention program for the NEOs in 2013. Change in Pension Value/ Nonqualified Deferred Salary Bonus Stock Awards Option Awards Non-Equity Incentive Plan Compensation Compensation Earnings All Other Compensation Name and Principal Position Year ($) (1) ($)(2) ($)(3)(4) ($)(3)(5) ($)(6) ($)(7) ($) Total ($) Xxxxxxx X. Xxxxx 2012 1,000,000 112,219 5,198,844 6,022,523 2,800,000 — 2,000 15,135,586 Chief Executive Officer and President 2011 1,000,000 97,000 — — 2,000,000 — 2,000 3,099,000 2010 1,000,000 — — 1,005,338 — — 1,750 2,007,088 2012 600,000 1,573,974 1,920,102 765,000 — 3,750 4,862,826 2011 562,500 — — — 525,000 — 3,675 1,091,175 2010 525,000 — — 242,250 420,000 — — 1,187,250 Xxxxxxx X. Xxxx Executive Vice President, Chief Financial Officer and Treasurer Xxxxx X. Xxxxxxxx 2012 475,000 797,588 1,222,996 634,401 134,179 3,264,164 President and Chief Executive Officer of Cartus Corporation 2011 441,500 — — — 416,000 80,409 — 937,909 2010 416,000 — — 193,800 332,800 44,784 — 987,384 Xxxxxxxxx X. Xxxxxxxxx, III 2012 550,000 1,094,266 1,389,459 982,000 — 7,031 4,022,756 President and Chief 2011 542,500 — — — 520,000 — 2,525 1,065,025 Executive Officer, Realogy Franchise Group 2010 520,000 — — 242,250 416,000 — — 1,178,250 Xxxxx Xxxx 2012 575,000 1,295,763 1,535,375 829,063 — 3,649 4,238,850 President and Chief Executive Officer, NRT 2011 550,000 — — — 520,000 — 3,558 1,073,558 2010 520,000 — — 193,800 416,000 — — 1,129,800 _______________
Sample 1
AutoNDA by SimpleDocs

Related to COMPENSATION COMMITTEE REPORT

  • Audit Committee Review Prior to the earlier of the consummation of an initial Business Combination and the Liquidation, the Company’s audit committee will review on a quarterly basis all payments made by the Company to the Sponsor, to the Company’s officers or directors, or to the Company’s or any of such other persons’ respective affiliates.

  • Board/Committee Resignation Upon termination of Executive’s employment for any reason, Executive agrees to resign, as of the date of such termination and to the extent applicable, from the Board (and any committees thereof) and the Board of Directors (and any committees thereof) of any of the Company’s affiliates.

  • Committee Rules Unless the Board of Directors otherwise provides, each committee designated by the Board of Directors may make, alter and repeal rules for the conduct of its business. In the absence of such rules each committee shall conduct its business in the same manner as the Board of Directors conducts its business pursuant to Article II of these bylaws.

  • Compensation Committee (A) The Compensation Committee shall be composed of not more than five (5) members who shall be selected by the Board of Directors from its own members who are not officers of the Company and who shall hold office during the pleasure of the Board.

  • Committee Responsibilities Subject to the provisions of the Plan, the Committee shall have full authority and discretion to take the following actions:

  • Transition Committee 8.1.0 A transition committee comprised of the employee representatives and the employer representatives, including the Crown, will be established by January 31, 2016 to address all matters that may arise in the creation of the Trust.

  • Compensation Review The compensation of the Executive will be reviewed not less frequently than annually by the board of directors of the Company.

  • Compensation Plans Following any termination of the Executive's employment, the Company shall pay the Executive all unpaid amounts, if any, to which the Executive is entitled as of the Date of Termination under any compensation plan or program of the Company, at the time such payments are due.

  • Incentive Compensation Plans The occurrence of any of the following: (i) a material reduction by the Corporation in the Executive’s (A) annual incentive compensation target or maximum opportunity, or (B) long-term incentive compensation target or maximum opportunity (measured based on grant date fair value of any equity-based awards), in each case, as in effect immediately prior to the Change in Control, or (ii) a change in the performance conditions, vesting, or other material terms and conditions applicable to annual and/or long-term incentive compensation awards granted to Executive after the Change in Control which would have the effect of materially reducing the Executive’s aggregate potential incentive compensation from the level in effect immediately prior to the Change in Control; or

  • Performance Bonuses The Executive will be eligible to receive an annual cash bonus at an annualized rate of up to 40% of his base salary, based on the achievement of reasonable individual and Company performance targets to be established by the Company and Parent.

Time is Money Join Law Insider Premium to draft better contracts faster.