August Technology Annual Incentive Plan (AIP) for Fiscal Year 2001

Contract Categories: Human Resources › Bonus & Incentive Agreements
Summary

August Technology's Annual Incentive Plan (AIP) for 2001 provides eligible employees with bonuses based on the company's revenue and operating margin targets. Eligibility is determined by the CEO and approved by the Compensation Committee. Bonuses are calculated using a set matrix and can be paid in cash, stock options, or a combination, with specific rules for participants with significant ownership. Special provisions apply in cases of death, disability, or company change in control. Awards are paid within 2.5 months after the fiscal year ends, and all stock option grants require Board approval.

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EX-10.24 7 a2041075zex-10_24.txt EXHIBIT 10.24 [LOGO] OVERVIEW AUGUST TECHNOLOGY ANNUAL INCENTIVE PLAN (AIP) Effective for the Fiscal Year 2001 PURPOSE OF THE PLAN August Technology's Annual Incentive Plan (AIP) is established to provide a bonus to participants who meet annual corporate and individual performance goals. ELIGIBILITY FOR PLAN - - The CEO will propose the eligible participants. - - The Compensation Committee will review and approve the listing provided by the CEO. - - Participant must be employed at the end of the plan year to receive their respective bonus. - - Provisions are included in the plan to cover issues of death or disability. DETERMINATION OF THE AWARD The bonus will be calculated based upon two measures; (1) satisfaction of the OPERATING MARGIN target; and (2) satisfaction of the REVENUE target, as determined by the plan matrix (shown below). The bonus for VP'S, CTO, CHIEF ENGINEER, OFFICERS, AND THE CEO/PRESIDENT is calculated based on the following plan matrix: Revenue (millions)
------------------- ------------------- --------- --------- --------- ----------- Operating GREATER THAN $44.0 $47.7 $51.8 $55.9 $59.6 Margin. ------------------- ------------------- --------- --------- --------- ----------- GREATER THAN 14.0% 70% 80% 85% 90% 95% ------------------- ------------------- --------- --------- --------- ----------- 14.5% 75% 85% 100% 110% 120% ------------------- ------------------- --------- --------- --------- ----------- 15.0% 80% 90% 105% 115% 125% ------------------- ------------------- --------- --------- --------- ----------- 15.5% 85% 95% 110% 120% 130% ------------------- ------------------- --------- --------- --------- -----------
The participant will receive a percent of the bonus based upon the satisfaction of the REVENUE and OPERATING MARGIN targets. There is no interpolation between the points on the plan matrix (i.e., each is defined as a distinct achievement). The bonus for DIRECTORS, MANAGERS AND INDIVIDUAL CONTRIBUTORS is calculated based on the following plan matrix:
------------------- ------------------- --------- --------- --------- ----------- Operating GREATER THAN $44.0 $47.7 $51.8 $55.9 $59.6 Margin. ------------------- ------------------- --------- --------- --------- ----------- GREATER THAN 14.0% 70% 80% 85% 90% 95% ------------------- ------------------- --------- --------- --------- ----------- 14.5% 75% 85% 100% 120% 140% ------------------- ------------------- --------- --------- --------- ----------- 15.0% 80% 90% 110% 130% 150% ------------------- ------------------- --------- --------- --------- ----------- 15.5% 85% 95% 120% 140% 160% ------------------- ------------------- --------- --------- --------- -----------
PAYMENT OF ANNUAL AWARD Participant's bonus will be equal to XX % of their annual base salary. Each participant will have the option to receive the bonus in the following manner: (1) 100% stock options* (2) 50% cash and 50% stock options** (3) Any participant with 5% or greater ownership will be awarded 100% cash These stock options are fully vested at the time of grant. All stock option grants are subject to Board of Director approval. Should the Board of Directors decide not to grant the options, participants will receive 100% Cash. *For 100% Incentive Stock Options, the number of Incentive Stock Options to be granted is calculated by dividing the total dollar value of the bonus by the closing stock price as of February 28, 2002, and then multiplying by three. **The number of Incentive Stock Options to be granted is calculated by dividing 50% of the total bonus by the closing stock price as of February 28, 2002, and then multiplying by three. VALUATION OF STOCK OPTIONS AWARDED - - Valuation will be based on the closing stock price on February 28, 2002. TAX AND CASH FLOW CONSIDERATION - - Awards will be paid not later than 2 1/2 months after the close of August Technology's fiscal year. CHANGE IN CONTROL (FOR CEO/PRESIDENT, OFFICERS, CTO, CHIEF ENGINEER AND VP'S) - - If GREATER THAN 50% of the Company is sold during the year, and the participant is negatively impacted by the change of control as outlined below, then all bonuses will be paid in full at 100% of target at the date of the change of control. Negative impacts include: o Termination of employment o Participant's status within the Company is adversely changed o Or, the participant's salary is substantially reduced. TIER STRUCTURE FOR ANNUAL INCENTIVE PLAN (AIP) PARTICIPANTS:
--------------------- -------- ------------------------ ---------------------- ---------------------- % OF COMPONENTS OF ANNUAL SELECTIONS AVAILABLE CHANGE OF CONTROL TIER BASE INCENTIVE PLAN (AIP) PROVISION? SALARY --------------------- -------- ------------------------ ---------------------- ---------------------- CEO 90% 75% Corporate 100% Cash Yes (co-founder) 25% Individual --------------------- -------- ------------------------ ---------------------- ---------------------- Officers 80% 75% Corporate 50%Cash/Options or Yes 25% Individual 100% Options --------------------- -------- ------------------------ ---------------------- ---------------------- VP's 70% 75% Corporate 50%Cash/Options or No 25% Individual 100% Options --------------------- -------- ------------------------ ---------------------- ---------------------- CTO, Chief Engr. 50% 75% Corporate 100% Cash Yes (co-founders) 25% Individual --------------------- -------- ------------------------ ---------------------- ---------------------- Directors 25% 100% Corporate 50%Cash/Options or No 100% Options --------------------- -------- ------------------------ ---------------------- ---------------------- Managers 15% 100% Corporate 50% Cash/Options or No 100% Options --------------------- -------- ------------------------ ---------------------- ----------------------