Employment Offer Letter between NIKE, Inc. and Donald W. Blair
This letter is an employment offer from NIKE, Inc. to Donald W. Blair for the position of Vice President and Chief Financial Officer, starting on or before December 1, 1999. The offer includes a base salary of $400,000, performance-based bonuses, stock options, participation in long-term incentive plans, relocation reimbursement, and standard employee benefits. Blair will also receive a sign-on bonus in cash and stock options. The agreement is contingent on reference checks and requires Blair to sign a Non-Compete Agreement. Employment is at-will and includes severance terms for involuntary termination.
Exhibit 10.14
November 1, 1999
Mr. Don Blair
5 Ophir Drive
Purchase, NY 10577
Dear Don:
I am please to confirm our offer to you for the position of Vice President and Chief Financial officer, with dual reporting to Phil Knight, Chairman/CEO, and Tom Clarke, President/COO, starting on or before December 1, 1999. NIKE is extending this offer contingent upon the completion of acceptable references. We believe your experience and talents are an excellent fit with NIKEs needs and provide and excellent opportunity for valuable contribution.
Base Salary and Performance Sharing Plan (PSP)
NIKE is offering you an annual salary, payable semi-monthly, of $400,000 with an annual PSP award target of 55% of base salary for FY00, with a guaranteed payout of $220,000 for FY00. PSP payout in future years is based on an annual PSP award target of 55% of base fiscal year earnings. PSP is NIKEs performance based bonus plan called Performance Sharing Plan, and can pay either higher or lower depending on results.
Annual Stock Options
You will be eligible to receive a minimum stock option grant of 40,000 shares at NIKEs FY01 grant date, subject to plan rules and final approval by the NIKE Board of Directors. This is explained in the enclosed stock option brochure.
Long Term Incentive Plan (LTIP)
NIKE has recently introduced a Long Term Incentive Plan for executives. You will be eligible for full non-prorated participation in this plan for the FY00 performance year. Your FY00 target award will be $200,000 delivered in NIKE Class B restricted stock. The actual award will be based on the Award Calculation Table supplied in the LTIP summary enclosed (compensation guide).
Relocation
Additionally, costs associated with relocation, such as the moving of household goods and temporary living accommodations, will be reimbursed consistent with NIKEs relocation policy (enclosed).
Benefits
You will also be eligible to participate in NIKEs cafeteria style benefits program called Lifetrek. Lifetrek includes health insurance, 401(k), NIKEs Profit Sharing retirement account, paid time off, and use of NIKEs employee store as well as other benefits. Details are provided in the enclosed Lifetrek Guide. (Attached is a bulletin TrekTalk recently sent out to employees describing significant enhancements to 401(k) for 06/01/00.)
Sign On
As a further incentive to accept this offer, you will receive a sign-on stock option grant of 150,000 shares at or around your first day of employment with NIKE, subject to plan rules and approval by NIKEs Board of Directors. The strike price of these options will be the closing price of NIKE Class B stock on the day preceding your first day of employment with NIKE, and the options will vest ratably over 4 years. In addition, NIKE will provide a cash payment of $250,000, subject to normal payroll taxes and payable upon commencement of employment with NIKE.
Severance
In the event of involuntary termination other than for cause, you will receive 12 months continuation of base salary plus bonus that would have been earned and a lump sum payment equal to 12 months base salary plus bonus that would have been earned, subject to normal payroll taxes.
If you choose to accept this offer, as an employee of NIKE, your employment is at will and terminable by either you or NIKE at anytime. Given the seniority of your position, we require that you sign a Non-Compete Agreement when you begin employment with NIKE.
We are truly excited at the prospect of you becoming a member of the NIKE team, and I know that your experience and insight can add tremendous value here. Please call me if you have any questions. I look forward to a positive response.
This letter represents the details of our offer. Enclosed are two copies of this letter. Please sign and return one copy and keep on for your files.
Sincerely |
/s/ Jeffrey M. Cava |
Vice President, Global Human Resources |
JMC/abh
Enclosures
cc: C. Kuchinad
/s/ Don Blair |
Don Blair |