PC Connection, Inc. Executive Officer Compensation Summary (2004–2005)
This document outlines the compensation structure for executive officers of PC Connection, Inc., including the President/CEO, Executive Vice President, Vice President of Human Resources, Treasurer/Interim CFO, and a former Senior Vice President/CFO. The Compensation Committee sets and reviews executive pay, which consists of salary, bonuses based on company performance, and stock options (none granted in 2004). The summary includes specific salary and bonus amounts for 2004 and 2005, and notes special payments related to executive transitions. The agreement aims to attract, retain, and motivate key executives.
Exhibit 10.58
Summary of Compensation for Executive Officers
PC Connection, Inc.s (the Companys) executive officers consist of: (i) Patricia Gallup, President, Chief Executive Officer, and Chairman; (ii) Robert Wilkins, Executive Vice President; (iii) Bradley G. Mousseau, Vice President of Human Resources; and (iv) Jack L. Ferguson, Treasurer and Interim Chief Financial Officer. In addition, Mark A. Gavin, our former Senior Vice President and Chief Financial Officer resigned from the Company on October 21, 2004.
The Compensation Committee annually sets the compensation of the Chief Executive Officer. The Compensation Committee also reviews the recommendations of the Chief Executive Officer regarding the compensation of the Companys other executive officers. The Compensation Committee seeks to achieve three broad goals in connection with the Companys compensation philosophy and decisions regarding compensation. First, the Company is committed to providing executive compensation designed to attract, retain, and motivate executives who contribute to the long-term success of the Company and are capable of leading the Company in achieving its business objectives in the competitive and rapidly changing industry in which the Company operates. Second, the Company wants to reward executives for the achievement of business objectives of the Company and/or the individual executives particular area of responsibility. By tying compensation in part to achievement, the Company believes that a performance-oriented environment is created for the Companys executives. Finally, compensation is intended to provide executives with an equity interest in the Company so as to link a meaningful portion of the compensation of the Companys executives with the performance of the Companys Common Stock.
Each executives total compensation depends upon the executives performance against specific objectives. These objectives include both quantitative factors related to the Companys short-term financial objectives and qualitative factors such as (a) demonstrated leadership ability, (b) management development, (c) compliance with Company policies, and (d) anticipation of and response to changing market and economic conditions, to enhance the Companys ability to operate profitably. Compensation for the Companys executives generally consists of three elements:
| salarylevels are generally set by reviewing compensation for competitive positions in the market and considering the executives level of responsibility, qualifications, and experience, as well as the Companys financial performance and the individuals performance; |
| bonusamounts are generally based on achievement of the Companys performance goals in any given year; and |
| stock option grantsoptions provide long-term incentives to promote and identify long-term interests between the Companys employees and its stockholders and to assist in the retention of executives. |
There were no stock options granted in 2004. The following table sets forth certain compensation information for 2004 and 2005 for our Chief Executive Officer and the three other most highly compensated executive officers of the Company, and one other executive officer who ceased serving as an executive officer during part of 2004:
Salary($) | Bonus($) | ||||||
Patricia Gallup President, Chief Executive Officer, and Chairman | 2004 2005 | 430,000 430,000 | | | |||
Robert Wilkins Executive Vice President | 2004 2005 | 403,462 415,000 | | | |||
Mark A. Gavin (1) Senior Vice President of Finance and Chief Financial Officer | 2004 2005 | 260,000 n/a | | n/a | |||
Bradley G. Mousseau Vice President of Human Resources | 2004 2005 | 190,480 200,000 | | 30,000 | |||
Jack L. Ferguson (2) Treasurer and Interim Chief Financial Officer | 2004 2005 | 153,250 260,750 | (3) | 9,800 |
(1) | In connection with his resignation, Mr. Gavin was paid an additional $12,000 for vacation pay. |
(2) | Upon Mr. Gavins resignation, Mr. Ferguson was appointed Chief Financial Officer on an interim basis. |
(3) | Mr. Fergusons 2004 salary reflects an additional amount of $22,500 for the period during which he served as Interim Chief Financial Officer. |