2015 Executive Cash Incentive Bonus Plan for Constant Contact, Inc. Executives
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Summary
This agreement outlines Constant Contact, Inc.'s 2015 Executive Cash Incentive Bonus Plan for its CEO and executive officers. The plan sets performance-based cash bonuses tied to quarterly revenue growth, adjusted EBITDA margin, and individual objectives. Bonus targets and metrics are determined by the Compensation Committee and CEO, with specific payout ranges based on achievement levels. All payments are subject to the company's clawback policy. The plan details how bonuses are calculated and distributed throughout the year, ensuring executive incentives align with company performance.
EX-10.66 2 d841846dex1066.htm EX-10.66 EX-10.66
 2015 Executive Cash Incentive Bonus Plan Exhibit 10.66 |
 Bonus Plan Structure – Table of Contents • Metrics • Annual Weighting of Metrics • Target Payouts by Quarter • Target Setting • Target Leverage and Ranges • Miscellaneous 2 CONFIDENTIAL Copyright © 2015 Constant Contact, Inc. |
| Metrics • QRG o Defined as quarterly revenue growth. • Adjusted EBITDA Margin o Adjusted EBITDA is calculated by taking GAAP net income, adding depreciation and amortization, stock-based compensation, adjusting for taxes and contingent consideration adjustment (if any), then subtracting interest and other income, net. Adjusted EBITDA margin is equal to adjusted EBITDA divided by revenue. • Individual Performance Objectives (MBOs) o MBOs will be focused on identifiable and measurable objectives related to specific areas of responsibility (measured semi-annually). 3 CONFIDENTIAL Copyright © 2015 Constant Contact, Inc. |
 CEO Executive Officers (except CEO) QRG 75% 50% Adjusted EBITDA Margin 25% 15% MBOs -- 35% 100% 100% Annual Weighting of Metrics 4 CONFIDENTIAL Copyright © 2015 Constant Contact, Inc. |
 Target Payouts by Quarter Q1 Q2 Q3 Q4 Total QRG 18.75% 18.75% 18.75% 18.75% 75% Adjusted EBITDA Margin 6.25% 6.25% 6.25% 6.25% 25% 25% 25% 25% 25% 100% 5 (CEO) CONFIDENTIAL Copyright © 2015 Constant Contact, Inc. |
 (Executive Officers, except CEO) Q1 Q2 Q3 Q4 Total QRG 12.5% 12.5% 12.5% 12.5% 50% Adjusted EBITDA Margin 3.75% 3.75% 3.75% 3.75% 15% MBOs -- 17.5% -- 17.5% 35% 16.25% 33.75% 16.25% 33.75% 100% 6 Target Payouts by Quarter CONFIDENTIAL Copyright © 2015 Constant Contact, Inc. |
 Target Setting • QRG o Set by Compensation Committee at beginning of year and mid-year based on budget approved by the Board of Directors. • Adjusted EBITDA Margin o Set by Compensation Committee at beginning of year and mid-year based on budget approved by the Board of Directors. • Individual MBOs o Set by CEO at beginning of year and mid-year for each executive officer and reviewed by Compensation Committee. 7 CONFIDENTIAL Copyright © 2015 Constant Contact, Inc. |
| Target Leverage and Ranges CONFIDENTIAL Copyright © 2015 Constant Contact, Inc. 8 • QRG o Minimum target QRG achievement threshold – payout at 70% of target. o Budget QRG achievement – payout at 125% of target. o Maximum target QRG achievement threshold – payout at 250% of target. o See chart on next page. • Adjusted EBITDA Margin o Minimum target Adjusted EBITDA Margin threshold – (target less one percentage point); payout at 95% of target. o Maximum target Adjusted EBITDA Margin threshold – (target plus one percentage point); payout at 115% of target. o See chart on next page. • MBOs o Minimum threshold established for each executive officer. o Maximum payment established for each executive officer (capped in all cases at 200%). o Payout equal to weighted % attainment of objective. |
 Target Leverage and Ranges Achievement < Target EBITDA – 1% Point Target EBITDA - 1% Point Target EBITDA % Target EBITDA + 1% Point > Target EBITDA + 1% Point (and above) Payout Percentage¹ 0% 95% 100% 115% 115% QRG Leverage Model Adjusted EBITDA Margin Model 1 Linear interpolation between primary data points 1 Linear interpolation between primary data points 9 Achievement <70% 70% 75% 80% 85% 90% 95% Budget 100% 110% 120% 130% 140% 150% >150% Payout 0% 50% 63% 75% 88% 100% 112.5% 125% 146% 167% 188% 209% 230% 250% 1 CONFIDENTIAL Copyright © 2015 Constant Contact, Inc. |
| Miscellaneous • All payments under the 2015 Executive Cash Incentive Bonus Plan are subject to the Clawback Policy adopted by the Compensation Committee in December 2013. 10 CONFIDENTIAL Copyright © 2015 Constant Contact, Inc. |
