Compensation Package Term Sheet for Kenneth L. Nibling
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Summary
This agreement outlines the compensation package for Kenneth L. Nibling, including an annual base salary of $205,000, eligibility for an incentive bonus, stock options, restricted stock, and an employee stock purchase plan. Additional benefits include a car allowance, annual vacation, and severance terms in case of involuntary termination not for cause. The agreement specifies vesting schedules for stock options and restricted stock, as well as conditions for stock purchases. The terms are effective as of October 3, 2005, and are agreed upon by both Kenneth L. Nibling and Joe Winkler.
EX-10.19 5 h28942a4exv10w19.htm COMPENSATION PACKAGE TERM SHEET - KENNETH L. NIBLING exv10w19
Exhibit 10.19
KEN NIBLING COMPENSATION PACKAGE TERM SHEET
Base Salary Annual | $205,000 | |||
Incentive Bonus @ Plan | $102,500(a) | E-25%, EV-50%, OA-75% | ||
Stock Options Sign-On | 26,000 @ $23.31(b) | |||
Stock Options Annual | #TBD(b) | multiple of 2 times base salary | ||
Restricted Stock Sign On | 7,507 shares (c) | $175,000 / $23.31 | ||
Employee Stock Purchase | 21,450 shares(d) | $500,000 / $23.31 | ||
Car Allowance Annual | $9,600 | |||
Normal Severance | 12 months(e) | |||
Vacation Annual | 4 weeks(f) |
(a) | 2005 bonus to be pro-rated based on days of service | |
(b) | stock options vest 33 ⅓% year | |
(c) | restricted stock vests 25% per year | |
(d) | employee purchased stock must be held: (1) per SEC 16 regulations; and (2) prior to the company going public, per all in-place shareholder agreements | |
(e) | severance is for involuntary termination not for cause as defined in J. Winklers 2005 employment agreement; severance is 12 months base salary and bonus at EV; bonus for year of termination is pro-rated at EV (or higher based on actual results); and all stock options and restricted stock vests | |
(f) | 1 week for 2005; 4 weeks annually commencing 1.1.06 |
Effective Date | 10.3.05 | |||
/s/ Joe Winkler | /s/ Ken Nibling | |||
Approved: | Accepted: | |||
Joe Winkler | Ken Nibling | |||
10/3/05 | 10/3/05 | |||
Date | Date |