CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS
EXHIBIT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE
COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***]
CASH-BASED INCENTIVE COMPENSATION PLAN
FISCAL YEAR 2020
The purpose of this cash-based incentive compensation plan (the Plan) is to define a mechanism for stimulating and rewarding the achievement of business goals by eligible employees, as proposed by the Compensation Committee of the Board of Directors of the Company (the Board) and agreed by the Board.
This Plan includes certain executives as designated by the CEO (collectively Executives) of Meridian Bioscience, Inc. and its subsidiaries (the Company).
|III. || |
Eligibility for participation in this Plan is limited to elected officers and the executives of the Company as determined in the sole discretion of the Compensation Committee of the Board (the Participants).
| ||1. || |
Executives hired after October 1, 2019 are eligible for a pro-rated bonus based on the number of days employed during the fiscal year.
| ||2. || |
Executives who terminate before September 30, 2020 for any reason are not eligible for a bonus unless the Compensation Committee approves eligibility prior to termination and subject to the terms of any applicable Change in Control Agreement executed with the terminating Executive.
| ||3. || |
Executives who terminate after September 30, 2020 but prior to the date the bonus is paid are eligible for bonus, except in the case where the Executive is terminated for Cause as defined in the Meridian Bioscience, Inc. 2012 Stock Incentive Plan.
| ||4. || |
The Company expects that any payments earned under this Plan will be paid by December 15, 2020.
|IV. || |
PERFORMANCE TARGETS AND PAYOUT PERCENTAGES
The Plan consists of three components, with a weighting factor assigned to each: Consolidated Net Revenues (30% weighting), Consolidated Operating Income (30% weighting), and Individual Performance (40% weighting). The Plan is designed to payout 40% of base salary at target. The Compensation Committee shall be responsible for determining if the targets have been met and may not increase compensation payable under this Plan in excess of the amounts provided herein. Subsequent to the Compensation Committees determination that targets have been met, each Participant shall receive a cash lump sum payment of the bonus, less required payroll withholdings. In no event shall payment be made later than two and one-half (2 1⁄2) months following the Companys fiscal year end; provided¸ however, the Participant may make the deferral election described in Section VI.
See APPENDIX I for payout percentages at the various levels of Revenue, Operating Income and Individual Performance achievement.