America Service Group Inc. 2011 Incentive Compensation Plan
America Service Group Inc. established this 2011 Incentive Compensation Plan to provide eligible employees—including executive managers, corporate staff, and health services administrators—with performance-based bonuses. The plan divides incentives between financial goals (like meeting or exceeding Adjusted EBITDA targets) and key company objectives (such as securing new contracts and deploying technology upgrades). Bonus payouts vary by position and are subject to board approval and specific achievement levels. The plan excludes financial incentives for clinical decisions, ensuring medical autonomy. Special provisions apply to the Corporate Medical Director, focusing on quality and patient care initiatives.
America Service Group Inc.
The plan is composed of two parts, each of which work independently of the other (except for the Companys Chief Medical Officer):
1) | Adjusted EBITDA based bonus (50% of total bonus target as a percent of base pay) |
| No bonus paid if corporate Earnings before share-based compensation, interest, taxes, depreciation, and amortization (Adjusted EBITDA) is 100% of Target or less. Adjusted EBITDA Target is defined as that amount set forth as Earnings Guidance in March 2011. | ||
| After bonuses derived from the Other Key Company Goals based bonus are accrued and the 2011 Adjusted EBITDA Target is reached, 50% of earnings generated above the Adjusted EBITDA Target will be used to fund this portion of the incentive, to the maximums as set forth later in this document. | ||
| Payout is subject to Board confirmation of satisfactory balance sheet management. |
2) | Other Key Company Goals based bonus (50% of total bonus target as a percent of base pay) |
| Net New Revenue goal accounts for 30% of bonus award. |
| Obtain one new DOC contract that will be bid in 2011. If two or more DOC Greenfield opportunities are awarded in 2011, we must win two total DOC new contracts with one of those being a Greenfield opportunity. | ||
| Obtain $10mm in net new revenue combined from County/Metro business. | ||
| Successfully retain 3 out of 4 of the following rebids of current contracts: | ||
| Arlington | ||
| Gwinnett | ||
| Hudson | ||
| Guilford |
| Catalyst goal accounts for 20% of bonus award. |
| Upgrade all currently deployed Catalyst sites (11) to current version. | ||
| Deploy Catalyst to all three women facilities, the Pennsylvania DOC main site facilities co-located with the intake sites and two other PA DOC sites. | ||
| Release at least four feature releases in 2011 to include CPOE (Labs, Meds/eRx), Chronic Care, NETS, Tasking/Messaging, Exam Engine, and Document Management. | ||
| Deploy to eight non PA sites. | ||
| Implement Client and PHS satisfaction surveys to new Catalyst installations. |
| For the non-financial objectives, there are two possible levels of achievement under this plan portion of the bonus Minimum achievement to get an award for that portion of the plan and Target achievement. For the financial objectives, achievement between Minimum and Target will be interpolated. |
Target as a percent | ||||
Position | of base pay | |||
Executive Management | ||||
President and Chief Executive Officer | 70 | % | ||
Executive Vice President and Chief Financial Officer | 60 | % | ||
Chief Human Resource Officer, Chief Risk Officer, Chief Information Officer, Chief Legal Officer, Chief Medical Officer, SVP Business Development, Operating Presidents, Operations Group Vice Presidents | 50 | % |
Operating Positions | ||
Division Vice Presidents | 40% | |
Regional Vice Presidents | 30% | |
Regional Directors | 20% | |
Regional Mgrs, Health Service Administrators (HSAs), District Administrators and Regional Managers | 15% |
Corporate Positions | ||
Corporate Controller, VP-Finance/Asst. Treasurer, VP Project Development | 35% | |
Corporate Vice Presidents | 30% | |
Corporate Middle Managers | 20% | |
Non-Management Corporate Office Employees | 10% |
| President and Chief Executive Officer | ||
| Executive Vice President and Chief Financial Officer | ||
| Chief Human Resource Officer | ||
| Chief Risk Officer | ||
| Chief Information Officer | ||
| Chief Legal Officer | ||
| SVP, Business Development | ||
| Operating Presidents | ||
| Operations Group Vice Presidents |
1) | Adjusted EBITDA based bonus (50% of total bonus target for those positions as a percent of base pay) |
| No bonus paid if corporate Earnings before share-based compensation, interest, taxes, depreciation, and amortization (Adjusted EBITDA) is 100% of Target or less. | ||
| After bonuses derived from the Other Key Company Goals based bonus are accrued and the 2011 Adjusted EBITDA Target is reached, 50% of earnings generated above the Adjusted EBITDA Target will be used for this portion of the incentive funding, to a maximum of 150% of Target payout*. | ||
| Payout is subject to Board confirmation of satisfactory balance sheet management. |
2) | Other Key Company Goals based bonus (50% of total bonus target for this position as a percent of base pay) |
| Pre-selected goals will be used for this part of the incentive program, as follows: |
- Corporate Net New Revenue | - 30% of target award | |||
- Catalyst | - 20% of target award |
* | Total Maximum under the plan equals the maximums as indicated for the Adjusted EBITDA base portion of the plan (150%) plus Target amounts earned under the Other Key Company Goals based bonus portion of the plan (50%), or 200% of Target. |
1. | Deployment of Telemedicine: 30% of target award |
a. | Increase use of Telemedicine at Jail facilities by 100% | ||
b. | Telemedicine Presentation at 2 national meetings |
i. | ACHSA | ||
ii. | ATA |
c. | Audio Visual conferencing for Patient Safety Committee attendance by RMDs |
* | RMDs will rotate weekly attendance at PSC by AV teleconference beginning March 1, 2011 |
2. | Catalyst: 30% of target award |
a. | Upgrade all currently deployed Catalyst ® sites (11) to current version | ||
b. | Re-establish PADOC deployments by second quarter | ||
c. | Deploy Catalyst ® to all three women facilities, the Pennsylvania DOC main side | ||
facilities co-located with the intake sites, and 2 other PA DOC sites. | |||
d. | Release at least four feature releases in 2011 | ||
e. | Enhance Catalyst ® functionality to include CPOE (Labs, Meds /eRX), Chronic Care, NETS, Tasking/Messaging, Exam Engine, Document Management | ||
f. | Deploy to eight non PA sites | ||
g. | Implement Client and PHS satisfaction surveys to new Catalyst installations | ||
h. | Deploy Medical Watch Application to bring high risk patient to attention of |
i. | Site Medical Director | ||
ii. | Regional Medical Director | ||
iii. | Specialty Panel Clinicians |
3. | Improve Patient Safety and Risk Management 30% of target award | ||
The creation of a health care Culture of Safety with specific deliverables to include: |
a. | Article in every issue of Beyond the Bars | ||
b. | Presentation at all regional meetings | ||
c. | Update new hire orientation to include this training | ||
d. | Participate in National Patient Safety Week | ||
e. | Perform Clinical/Operations Site Audits at each facility | ||
f. | Leverage membership in National Patient Safety Foundation | ||
g. | Coordinate Activities with Chief Risk Officer |
4. | Attain Just Culture Certification 10% of target award |
| Corporate Controller, VP-Finance/Asst. Treasurer | ||
| Corporate Vice Presidents | ||
| Corporate Middle Managers |
1) | Adjusted EBITDA based bonus (50% of total bonus target for those positions as a percent of base pay) |
| No bonus paid if corporate Earnings before share-based compensation, interest, taxes, depreciation, and amortization (Adjusted EBITDA) is 100% of Target or less. | ||
| After bonuses derived from the Other Key Company Goals based bonus are accrued and the 2011 Adjusted EBITDA Target is reached, 50% of earnings generated above the Adjusted EBITDA Target will be used for this portion of the incentive funding, to a maximum of 70% of Target payout*. | ||
| Payout is subject to Board confirmation of satisfactory balance sheet management. |
2) | Other Key Company Goals based bonus (50% of total bonus target for this position as a percent of base pay) |
| Pre-selected goals will be used for this part of the incentive program, as follows: |
- Corporate Net New Revenue | - 30% of target award | |||
- Catalyst | - 20% of target award |
* | Total Maximum under the plan equals the maximums as indicated for the Adjusted EBITDA base portion of the plan (70%) plus Target amounts earned under the Other Key Company Goals based bonus portion of the plan (50%), or 120% of Target. |
1) | Adjusted EBITDA based bonus (50% of total bonus target for those positions as a percent of base pay) |
| No bonus paid if corporate Earnings before share-based compensation, interest, taxes, depreciation, and amortization (Adjusted EBITDA) is 100% of Target or less. | ||
| After bonuses derived from the Other Key Company Goals based bonus are accrued and the 2011 Adjusted EBITDA Target is reached, 50% of earnings generated above the Adjusted EBITDA Target will be used for this portion of the incentive funding, to a maximum of 70% of Target payout*. | ||
| Payout is subject to Board confirmation of satisfactory balance sheet management. |
2) | Other Key Company Goals based bonus (50% of total bonus target for this position as a percent of base pay) |
| Pre-selected goals will be used for this part of the incentive program, as follows: |
- Market Operating Earnings | - 30% of target award | |||
- Corporate New New Revenue | - 20% of target award |
* | Total Maximum under the plan equals the maximums as indicated for the Adjusted EBITDA base portion of the plan (70%) plus Target amounts earned under the Other Key Company Goals based bonus portion of the plan (50%), or 120% of Target. |
1) | Adjusted EBITDA based bonus (50% of total bonus target for those positions as a percent of base pay) |
| No bonus paid if corporate Earnings before share-based compensation, interest, taxes, depreciation, and amortization (Adjusted EBITDA) is 100% of Target or less. | ||
| After bonuses derived from the Site Operating Earnings based bonus are accrued and the 2011 Adjusted EBITDA Target is reached, 50% of earnings generated above the Adjusted EBITDA Target will be used for this portion of the incentive funding, to a maximum of 70% of Target payout*. | ||
| Payout is subject to Board confirmation of satisfactory balance sheet management. |
2) | Other Key Company Goals based bonus (50% of total bonus target for this position as a percent of base pay) |
| The pre-selected goal used for this part of the incentive program is: |
- | Site Operating Earnings 50% of target award |
| The Minimum level is 90% of Target, and for achievements between Minimum and Target, payouts will be interpolated. | ||
| The Minimum payout will be 50% of Target Payout for that level, or 25% of the overall | ||
Target bonus (50% X 50%). |
* | Total Maximum under the plan equals the maximums as indicated for the Adjusted EBITDA base portion of the plan plus Target amounts earned under the Other Key Company Goals based bonus portion of the plan, or 120% of Target. |