MANAGEMENT BONUS PLAN For VicePresident International Branches
EX-10.9 2 dex109.htm MANAGEMENT BONUS PLAN Management Bonus Plan
Exhibit 10.9
MANAGEMENT BONUS PLAN
For
Vice President – International Branches
CONFIDENTIAL
March 20, 2009
ASTRO-MED, INC.
MANAGEMENT BONUS PLAN
Vice President – International Branches
TABLE OF CONTENTS
| I. | OVERVIEW | 1 | ||||
| A. | Perspective | |||||
| B. | Key Points | |||||
| II. | ELIGIBLE PARTICIPANTS | 1, 2 | ||||
| A. | Rules | |||||
| 1. Dates of Employment | ||||||
| a. Annual | ||||||
| 2. Leave of Absence | ||||||
| 3. Retirees | ||||||
| 4. Exclusions | ||||||
| III. | ELIGIBLE BONUS | 2 | ||||
| A. | Financial Objective | |||||
| 1. Branch Bonus Pool | ||||||
| 2. Bonus Rates | ||||||
| IV. | FINANCIAL OBJECTIVES | 3 | ||||
| A. | Definition of Financial Measurement Criteria | |||||
| V. | GENERAL RULES | 3 | ||||
| VI. | EXAMPLE | 4 | ||||
ASTRO-MED, INC.
MANAGEMENT BONUS PLAN
Vice President – International Branches
| I. | OVERVIEW |
| A. | Perspective |
| Astro-Med’s pay for performance philosophy encourages rewarding individuals who are committed to the achievement of their financial and operating goals as well as ensuring our customers are totally satisfied with our products and services. This approach is especially critical as the Company expands its footprint in the international markets. The role of the Vice President – International Branches is essential to providing the leadership skills, management oversight, and strategic vision necessary to ensure the Company’s Branch business units achieve respective sales growth and profitability goals. This Plan provides for incentive pay based on Financial Objectives. |
| B. | Key Points |
| 1. | Incentive Compensation (Bonus Pool) is earned by the International Branches for achieving certain financial objectives. |
| 2. | Participation by the Vice President – International Branches in the Management Bonus Plan shall be recommended by the CEO and approved by the Astro-Med, Inc. Compensation Committee. |
| 3. | A Bonus earned under the Management Bonus Plan will be paid only on an annual basis. |
| 4. | To be eligible for the Annual Bonus, the Vice President – International Branches must be on the Astro-Med payroll at January 31, 2009. |
| 5. | Annual bonus earned will be paid only after the issuance of Astro-Med’s Audited Consolidated Financial Statements. |
| 6. | Any Bonus earned will be paid only after review and written approval by Astro-Med’s CEO. |
| 7. | Any Bonus earned is based solely on the financial results from the Branches’ normal operating activities and excludes the financial results from mergers, acquisitions and/or sale of assets. |
| II. | ELIGIBLE PARTICIPANTS |
| A. | Rules |
| 1. | Dates of Employment |
| a. | Annual |
| (1). | The Vice President – International Branches who is on the payroll as of January 31, 2009, and who was on the payroll the first working day of the current fiscal year is eligible for a full year’s bonus award. |
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| 2. | Leave of Absence |
No bonus will be paid on leave of absence.
| 3. | Retirees |
| Vice President – International Branches retiring after age 65 and prior to January 31, 2009 of the current fiscal year, and who is eligible for a bonus in the preceding year is eligible for a pro rata portion of a full year’s bonus (based upon the number of full months prior to retirement). |
| III. | ELIGIBLE BONUS |
| A. | Financial Objectives |
| 1. | Branch Bonus Pool: |
| (a) | Each Branch has an Incentive Plan that rewards Branch employees, for increasing sales volume, improving the profitability of their operation and effectively managing their working assets of Accounts Receivable and Inventories. |
| (b) | Branches that are successful in increasing their annual sales volume, in concert with reaching certain levels of profitability and achieving an appropriate return on their working asset investments, will earn a Bonus Pool. |
| (c) | The Vice President – International Branches is eligible to participate in that earned Bonus Pool attained by a respective Branch. |
| 2. | Bonus Rate: |
| (a) | The Vice President – International Branches’ incentive compensation (Annual Bonus) will be at a rate of 20% of the earned Bonus Pool of each Branch. |
| (b) | The Vice President – International Branches incentive compensation will be calculated by the following formula: |
| (1) | A rate of 20% is applied to the earned Bonus pool (local Currency) of the appropriate Branch. |
| (2) | The resultant value from Step (1) is converted into US dollars at the appropriate exchange rate. |
| (3) | The US dollar values achieved in Step (2) are summed to obtain a total of the amount of incentive compensation (Bonus) earned by the Vice President – International Branches. |
| (4) | The amount calculated in Step (3) is in turn converted into the local currency of the Vice President – International Branches i.e. Euro at the appropriate exchange rate. (See Attached Example) |
| (c) | For fiscal year 2009, the Bonus Rate will be 10% only; however, for fiscal year 2010 and beyond, the Bonus Rate will be 20%. |
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| IV. | FINANCIAL OBJECTIVES |
See International Offices Incentive Bonus Plans
| V. | GENERAL RULES |
| A. | Participation |
| 1. | Corporate Officer as approved by Astro-Med Compensation Committee. |
| B. | Minimum and maximum Payouts |
| 1. | No bonus in aggregate will be paid in excess of 60% of an Officer’s annual rate of basic compensation. |
| 2. | No bonus will be paid unless the consolidated sales value of all the Branches meets the Branches minimum threshold of sales value as established annually by the Compensation Committee. (See addendum) |
| C. | Timing of Bonus Payout |
| 1. | Bonus earned will be paid on an annual basis. |
| 2. | Annual bonus will be calculated and paid as soon as the Company’s audited financial statements are issued. This should be in March of Fiscal Year 2010. |
| 3. | Any bonuses earned will be paid only after review and written approval by Astro-Med’s CEO and by the Compensation Committee. |
| D. | Modification and Continuation of the Bonus Plan |
| The Plan may be modified by Astro-Med’s CEO at any time. The Astro-Med CEO has final authority as to any payment hereunder, including the authority to interpret the provisions of this plan and to make special awards. Continuation of the plan beyond the current fiscal year is not guaranteed. |
| E. | International Branches |
| The International Branch locations covered by this Plan include: |
| Astro-Med Inc. – Canada |
| Astro-Med SNC – France |
| Astro-Med GmbH – Germany |
| Astro-Med House – United Kingdom |
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ASTRO-MED, INC.
Management Bonus Plan
Vice President – International Branches
EXAMPLE
Branch Incentive Compensation Breakout
FY Year XX
| Local Currency | Local Currency | US Dollars | ||||||||
| Canada | 30,000 CDN | x 20 | % | 6,000 | 4,800 | |||||
| UK | 5,000 BP | x 20 | % | 1,000 | 1,400 | |||||
| France | 15,000 Euro | x 20 | % | 3,000 | 3,800 | |||||
| Germany | 40,000 Euros | x 20 | % | 8,000 | 10,400 | |||||
| Total Bonus USD | $ | 20,400 | ||||||||
| Exchange Rate | 1.30 | |||||||||
| Total Bonus – Euro | 15,692 | |||||||||
Management Bonus Plan – V.P International Branches FY 2009 3/20/09
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Addendum
ASTRO-MED, INC.
Management Bonus Plan – FY 2010
VP – International Branches
(000’s)
| Local Currency | |||||||||
| Branch | FY 2010B | Sales Revenues FY 2009A | FY 2008A | ||||||
| UK | 1,336 | 1,283 | 1,376 | ||||||
| France | 2,177 | 2,247 | 1,821 | ||||||
| GmbH | 5,084 | 4,750 | 4,033 | ||||||
| Canada | 3,387 | 3,459 | 2,837 | ||||||
| US Dollars | |||||||||
| Branch | FY 2010B | Sales Revenues FY 2009A | FY 2008A | ||||||
| UK | $ | 1,924 | $ | 1,848 | $ | 1,981 | |||
| France | 2,721 | 2,809 | 2,276 | ||||||
| GmbH | 6,355 | 5,938 | 5,041 | ||||||
| Canada | 2,710 | 2,767 | 2,270 | ||||||
| Totals | $ | 13,710 | $ | 13,362 | $ | 11,568 | |||
| Exchange Rates to US Dollar | ||
| GBP | 1.44 | |
| Euro | 1.25 | |
| CDN | .80 |
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