SUMMARY OF EMPLOYMENT ARRANGEMENTS FOR CERTAIN EXECUTIVE OFFICERS

EX-10.90 2 exhibit1.htm EX-10.90 EX-10.90

EXHIBIT 10.90

SUMMARY OF EMPLOYMENT ARRANGEMENTS
FOR CERTAIN EXECUTIVE OFFICERS

John K. Welch

In connection with John K. Welch’s appointment as the president and chief executive officer of USEC Inc., the following sets forth the principal terms of his at-will employment arrangement:


Base Salary		$750,000 per annum

Initial Grant of Options		One time grant of options to purchase up to 100,000 shares of the Company’s common stock. These options will be granted pursuant to the Company’s 1999 Equity Incentive Plan at fair market value, vest ratably over three years, and have a five-year exercise period.

Annual Incentive		Entitled to participate in the Company’s annual incentive program under the 1999 Equity Incentive Plan at a target annual award level of one times annual base salary. Actual award will be calculated as a percentage of the target award (from 0% to 150%) based on the achievement of pre-determined annual performance objectives. Maximum value (based on current annual base salary of $750,000) would be $1,125,000. Must take at least 35% of any annual incentive award in shares of restricted stock and may take the remainder of the award in cash or additional shares of restricted stock. As an incentive to take more of compensation in the form of Company stock, will receive additional shares of restricted stock if elects to take restricted stock in lieu of all or part of the cash portion of annual incentive award. Any final award for 2005 will be pro-rated from October 3, 2005 and will be based on the Company’s previously reported 2005 annual performance objectives.

Long-Term Incentives		Stock Options/Restricted Stock Not eligible for long term incentive for 2005. After 2005, entitled to participate in the Company’s long term incentive program under the 1999 Equity Incentive Plan at a target annual award level of one times annual base salary, consisting of 50% non-qualified stock options and 50% restricted stock. 3-Year Strategic Incentive Plan Entitled to participate in the three-year performance component of the Company’s long term incentive program for senior executive officers at an annual award level of 0.5 times annual base salary (or a total 3-year award of 1.5 times annual base salary). Upon commencement of employment, will be granted restricted stock units (RSUs) for the current performance period (July 1, 2004 to June 30, 2007). The number of RSUs granted for the 2004-2007 performance period will be pro-rated from October 3, 2005 and will be determined based on the average closing price of USEC common stock on the NYSE for each trading day in the month of September 2005. Any final award for 2004-2007 will be calculated as a percentage of the target award (from 0% to 150%) based on the achievement of pre-determined performance objectives. The final cash value of this award will be based on the average closing price of USEC common stock on the NYSE for each trading day in the month of June 2007 and will include dividend equivalents based on actual dividends paid during the three-year performance period.

Supplemental Executive Retirement Plan		Entitled to benefits under a supplemental executive retirement plan (SERP). SERP will provide that, commencing with five years of service, entitled to receive an annual retirement benefit equal to 30% (increasing to 50% with ten or more years of service) of final average compensation minus certain benefits received under the Company’s other retirement programs and social security benefits.

Other Benefits		Eligible to participate in other benefit arrangements available to the Company’s executive officers, including the Company’s pension, 401(k), supplemental 401(k) restoration, life, health and welfare benefit plans.

Other Agreements		Will receive the Company’s standard change in control agreement for senior executive officers and the Company’s standard director and officer’s indemnification agreement.

Timothy B. Hansen

In connection with Timothy B. Hansen’s appointment as the senior vice president, general counsel and secretary of USEC, the following sets forth the principal terms of his at-will employment arrangement:


Base Salary		$300,600 per annum

Annual Incentive		Not eligible for annual incentive for 2005. After 2005, entitled to participate in the Company’s annual incentive program under the 1999 Equity Incentive Plan at a target annual award level of 0.7 times annual base salary. Actual award will be calculated as a percentage of the target award (from 0% to 150%) based on the achievement of pre-determined annual performance objectives. Maximum value (based on current annual base salary of $300,600) would be $315,630. Must take at least 35% of any annual incentive award in shares of restricted stock and may take the remainder of the award in cash or additional shares of restricted stock. As an incentive to take more of compensation in the form of Company stock, will receive additional shares of restricted stock if elects to take restricted stock in lieu of all or part of the cash portion of annual incentive award.

Long-Term Incentives		Stock Options/Restricted Stock Not eligible for long term incentive for 2005. After 2005, entitled to participate in the Company’s long term incentive program under the 1999 Equity Incentive Plan at a target annual award level of 0.7 times annual base salary, consisting of 50% non-qualified stock options and 50% restricted stock. 3-Year Strategic Incentive Plan Entitled to participate in the three-year performance component of the Company’s long term incentive program for senior executive officers at an annual award level of 0.35 times annual base salary (or a total 3-year award of 1.05 times annual base salary). On October 1, 2005, will be granted restricted stock units (RSUs) for the current performance period (July 1, 2004 to June 30, 2007). The number of RSUs granted for the 2004-2007 performance period will be pro-rated from October 1, 2005 and will be determined based on the average closing price of USEC common stock on the NYSE for each trading day in the month of September 2005. Any final award for 2004-2007 will be calculated as a percentage of the target award (from 0% to 150%) based on the achievement of pre-determined performance objectives. The final cash value of this award will be based on the average closing price of USEC common stock on the NYSE for each trading day in the month of June 2007 and will include dividend equivalents based on actual dividends paid during the three-year performance period.

Other Benefits		Eligible to participate in other benefit arrangements available to the Company’s executive officers, including the Company’s pension, 401(k), supplemental 401(k) restoration, life, health and welfare benefit plans.

Other Agreements		Will receive the Company’s standard change in control agreement for senior executive officers and the Company’s standard director and officer’s indemnification agreement.