Shoe Carnival, Inc. 2019 Executive and Director Compensation Summary
This document outlines the 2019 compensation decisions for executive officers and directors of Shoe Carnival, Inc. It specifies the approved base salaries for key executives and the Chairman, as well as the annual cash retainers and stock awards for non-employee directors. Directors also receive reimbursement for reasonable expenses related to board meetings. The agreement details the compensation structure and conditions for both executives and board members for the fiscal year 2019.
Exhibit 10-C
SUMMARY COMPENSATION SHEET
The following summarizes certain compensation decisions taken by the Compensation Committee (the "Committee") and/or the Board of Directors ("Board") of Shoe Carnival, Inc. (the "Company"), with respect to the compensation of the Company’s named executive officers and directors.
1. 2019 Base Salary
The Committee approved increases to the base salaries of each of the executive officers set forth below. The following base salaries are effective for the Company’s executive officers for fiscal 2019:
| |
|
|
| Base |
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
| Clifton E. Sifford |
| President and Chief Executive Officer |
| $ | 716,000 |
|
|
|
|
|
|
|
|
|
| W. Kerry Jackson |
| Senior Executive Vice President, Chief Operating and Financial Officer and Treasurer |
| $ | 583,500 |
|
|
|
|
|
|
|
|
|
| Timothy T. Baker |
| Executive Vice President - |
| $ | 562,500 |
|
|
|
|
|
|
|
|
|
| Carl N. Scibetta |
| Executive Vice President – Chief Merchandising Officer |
| $ | 530,500 |
|
|
|
|
|
|
|
|
|
| Mark J. Worden |
| Executive Vice President – Chief Strategy and Marketing Officer |
| $ | 530,500 |
|
The base salary for J. Wayne Weaver, Chairman of the Board, remained at $300,000 for fiscal 2019.
2. Director's Compensation
The Company pays the following to its non-employee Directors:
| Annual Cash Retainer |
| $60,000 |
| Annual Committee Chair Cash Retainer |
|
|
| •Audit Committee |
| $15,000 |
| •Compensation Committee |
| $10,000 |
| •Nominating and Governance Committee |
| $7,500 |
| Annual Committee Member Cash Retainer (including Chairs) |
|
|
| •Audit Committee |
| $10,000 |
| •Compensation Committee |
| $7,500 |
| •Nominating and Governance Committee |
| $5,000 |
| Annual Lead Director Cash Retainer |
| $15,000 |
Non-employee Directors will annually receive a stock award valued at $60,000 as of the date of grant under the Company’s equity incentive plan. The restrictions on the stock award lapse on January 2nd of the year following the year in which the grant was made.
The Company also reimburses all Directors for all reasonable out-of-pocket expenses incurred in connection with meetings of the Board.
