Plantronics, Inc. Non-EMEA Quarterly Profit-Sharing Plan (Effective March 26, 2000)

Summary

This agreement establishes a profit-sharing plan for Plantronics, Inc. employees outside the EMEA region (Europe, Middle East, and Africa). Eligible employees in North, Central, and South America, Asia, and the Pacific receive quarterly cash bonuses based on 5% of the company's adjusted pre-tax profits, distributed according to each participant's eligible earnings. The plan is administered by an internal committee and can be amended or terminated at any time. Participation is subject to employment status at the end of each quarter, with specific provisions for transfers, retirement, disability, and other employment changes.

EX-10.1 3 f72069ex10-1.txt EXHIBIT 10.1 1 EXHIBIT 10.1 PLANTRONICS, INC. NON-EMEA QUARTERLY PROFIT-SHARING PLAN Effective March 26, 2000 1.1 INTRODUCTION The Plantronics, Inc. Non-EMEA Quarterly Profit Sharing Plan is structured to provide associates in the North, Central and South America, Asia, and the Pacific region with an ability to share in company profitability based on their combined efforts. At the end of each quarter, adjusted Company profit will be determined and a bonus pool created using 5% of adjusted Company pre-tax profit. Funds in the pool will be disbursed to eligible associates according to their prorata eligible earnings for the quarter. 2.1 DEFINITIONS Adjusted Profit Consolidated Company pre-tax earnings and profits -- including all expenses and changes other than i) federal and foreign tax and ii) extraordinary gains or losses as defined by the Financial Accounting Standards Board, and following an addback of profit sharing estimates previously expensed during the period. Beneficiary: Any legally entitled beneficiary to an employee's estate and corresponding entitlement to payment under the Plan, as established by Human Resources. Company: Plantronics, Inc. or a successor entity or corporation that may, at its sole discretion, choose to continue this Plan. Consultant: Any person who provides service to the Company under a Consulting Agreement with Plantronics, Inc. or through employment by an outside agency, contract service, or educational institution and who is so designated as a Consultant by Human Resources. Disability/Death: A permanent medical condition that renders the associate unable to perform usual duties and requires the Participant to cease employment with the Company. A Participant or Beneficiaries seeking Disability or Death benefits under this Plan shall be required to provide evidence and records as appropriate for Human Resources to determine whether Disability or Death have occurred. Effective Date: The Effective Date of the Plan is March 26, 2000. Eligible Associate: All active indirect Company employees providing service through a Participating Employer payroll except those designated as a Consultant by Human Resources. Eligible Earnings: All current base compensation paid or payable in cash by the Participating Employer to a Participant for services performed during the Fiscal Quarter. Compensation shall not include overtime, bonuses, severance, sales commissions, or other cash incentive payments, but will include vacation, disability pay and sick pay.

2 PLANTRONICS, INC. NON-EMEA QUARTERLY PROFIT-SHARING PLAN Effective March 26, 2000 Fiscal Quarter: The stated Company quarterly financial accounting periods during each Fiscal Year ending on the Saturday closest to June 30, September 31, December 31 and March 31 each year. Lay-off The termination of employment by the Company under an announced Layoff program due to lack of work or the re-positioning of work within the Company for which the employee has received severance payments from the Company, and as determined by Human Resources. Leave of Absence An authorized leave of absence during the Fiscal Quarter that has been approved by Human Resources Participant: Any Eligible Associate who provides service to the Company during a Fiscal Quarter and is employed with the Company on the last day of the Fiscal Quarter. Participating Employers: All non-EMEA subsidiaries and divisions and their payrolling agencies are the Participating Employers under this Plan. Non-EMEA organizations are those outside the Plantronics, Inc. Europe, Middle East, and Asia division -- including but not limited to locations in North America, Central and South America, Asia, and the Pacific region. Payroll Quarter: The stated Participating Employer payroll period that corresponds to a Fiscal Quarter, as determined by the local Payroll or Human Resource Manager with such responsibility. Plan The Plantronics, Inc. Non-EMEA Quarterly Profit Sharing Plan. Retirement The associate's termination of employment based on company defined and allowed retirement from service, as determined by Human Resources. Transfer-In: The transfer of an Eligible Employee from an EMEA subsidiary or division payroll to a Non-EMEA subsidiary or division payroll. Transfer-Out: The transfer of an Eligible Employee from a Non-EMEA subsidiary or division payroll to an EMEA subsidiary or division payroll.

3 PLANTRONICS, INC. NON-EMEA QUARTERLY PROFIT-SHARING PLAN Effective March 26, 2000 III. ELIGIBILITY 3.1 PARTICIPATION For each Fiscal Quarter following the Effective Date, a Non-EMEA associate is a Participant if they are considered an Eligible Associate on the last working day of the Fiscal Quarter. Eligible Earnings for each Participant during the quarter are determined based on prorated earnings during the Payroll Quarter, based on the Participant's actual payroll earnings in the Non-EMEA division or subsidiary. Payroll and Fiscal Quarters do not necessarily match the same time periods during a quarter. 3.2 DEATH/DISABILITY/RETIREMENT/LAYOFF/LEAVE OF ABSENCE/TRANSFER-OUT Any Eligible Employee who ceases employment with the Company for reason of Death, Disability, Retirement, Layoff, Leave of Absence or Transfer-Out will be considered a Participant through the end of that Fiscal Quarter. Payment will be calculated based on the Eligible Earnings earned during that quarter. 3.3 TRANSFER-IN Any Eligible Employee who Transfers-In during a Fiscal Quarter will have payment calculated based on the Eligible Earnings earned during that quarter from a Participating Employer. 3.4 OTHER TERMINATING EVENTS Any Eligible Employee who ceases employment with the Company for reasons other than Death, Disability, Retirement, Layoff, or Leave of Absence during the Fiscal Quarter -- whether voluntary or involuntary -- will no longer be considered a Participant in the Plan. IV. PROFIT SHARING POOL FUNDING As soon as practicable at the end of any fiscal quarter and following review of financial statements by an independent accounting firm, a profit sharing pool will be funded by the Company in an amount equal to 5% of Adjusted Profit for distribution under this Plan. V. METHOD OF CALCULATION Once the Profit Sharing Pool is created, these funds are allocated to individual Participants, based on their prorata share of total Eligible Earnings. The method for determining the individual allocation shall be the Eligible Earnings paid to a Participant during the Fiscal Quarter divided by the aggregate Eligible Earnings paid to all Participants during the same Fiscal Quarter. VI. METHOD OF PAYMENT Upon completion of appropriate calculations and approval to proceed, each Participating Employer will pay to the Participant the amount determined under the Method of Calculation in a cash payment, subject to any locally required tax withholding. Payment will be made as soon as practicable following the completion of the review of Fiscal Quarter financials by an independent accounting firm. 4 PLANTRONICS, INC. NON-EMEA QUARTERLY PROFIT-SHARING PLAN Effective March 26, 2000 VII. ADMINISTRATION COMMITTEE An internal Administration Committee consisting of the Chief Executive Officer, Chief Financial Officer and each Participating Employer Human Resource and Payroll Manager administers the Plan. The Company indemnifies the committee members from all liability or claim against them. VIII. PLAN AMENDMENT OR TERMINATION The Plan can be amended or terminated by the Administration Committee at any time, for any reason, either retroactively or prospectively. IX. RIGHTS AND CLAIMS UNDER THE PLAN The Company intends to make contributions to the Plan indefinitely, however, the Company is not under any obligation or liability to continue its contributions to the Plan or to maintain the Plan for any given length of time. The Company may discontinue contributions or terminate the Plan with respect to all or part of the Participating Associates at any time. Any payment to a Participant or his/her Beneficiary, in accordance with the Plan, shall to the extent thereof be in full satisfaction of all claims such person may have against the Company. The Company may require the Participant or Beneficiary to execute a receipt and release as a condition precedent to payment, in a manner determined by the Administrative Committee. Neither the establishment of the Plan, nor any modification thereof, nor the creation of any fund or payment from such fund shall be construed so as to grant a Participant any legal or equitable right or any presumed contract of employment with the Company.