Compensation Letter Agreement between BEA Systems, Inc. and Mark T. Carges
This letter from BEA Systems, Inc. to Mark T. Carges outlines his compensation for fiscal year 2007. It confirms the award of 110,000 non-qualified stock options and 36,667 restricted stock units, both vesting over four years. The letter also notes a change to the company's bonus plan, shifting to an annual payout and adding a management objective for succession planning. Details of the stock and bonus plans will be provided separately. The agreement recognizes Mark's contributions and sets out his key compensation terms for the year.
Exhibit 10.9
| B E A Systems, Inc | 2315 North First Street San Jose, California 95131 Phone: 408 ###-###-#### Fax: 408 ###-###-#### |
March 22, 2006
Mark Carges
2315 North First St.
San Jose, CA.
RE: FY07 Compensation Awards
Dear Mark:
I’m happy to advise that the Compensation Committee has approved the following FY07 Equity Awards in recognition of your contributions over the last fiscal year.
Equity
The Compensation Committee approved the granting of 110,000 non-qualified stock options (standard 4 year vest) as well as 36,667 Restricted Stock Units (RSU’s) with a 4 year vest. The options will be priced on the next Unanimous Written Consent at Fair Market Value and you will receive the option and RSU agreements under separate cover.
FY07 Bonus Plan
Also, please be advised that the FY07 Corporate Bonus Plan will be modified to provide for an annual payout (from the previous semi-annual payout schedule) as well as an MBO provision for Succession Planning. Please reference the Plan Document for specifics, which will be sent under separate cover
Mark, I deeply appreciate your contributions and look forward to FY07 with optimism and excitement. Thanks for all of your hard work!
Sincerely,
Alfred
