2008 Performance Bonus Plan for Executive Officers of Western Refining, Inc.

Summary

Western Refining, Inc. has established a 2008 bonus plan for its executive officers, allowing for discretionary annual performance bonuses based on the company’s financial results and individual performance. The Compensation Committee will determine bonus amounts in early 2009, with potential awards up to 300% of an executive’s 2008 base salary. Bonuses may be paid in cash, restricted stock, or both, and executives can opt to convert cash bonuses into restricted stock at a favorable rate. The plan also considers safety, environmental, and productivity metrics, with vesting periods for stock set by the Committee.

EX-10.1 2 h55215aexv10w1.htm 2008 PERFORMANCE BONUS PLAN FOR EXECUTIVE OFFICERS exv10w1  

Exhibit 10.1
2008 Performance Bonus Plan for Executive Officers
     All of the executive officers of Western Refining, Inc. (the “Company”) are eligible for a discretionary annual performance bonus, as determined by the Compensation Committee (the “Committee”), subject to the Company achieving target financial metrics in 2008 (measured in terms of EBITDA). EBITDA represents earnings before interest expense, income tax expense, amortization of loan fees, write-off of unamortized loan fees, depreciation and amortization.
     The amount of the bonus payment under the 2008 performance bonus plan will be determined by the Committee in the first quarter of 2009. Bonus amounts are subject to the discretion of the Committee and can range from zero up to an amount not to exceed 300% of each executive’s 2008 base salary. The Committee will have discretion to determine the actual amount of bonus payable, subject to the maximum set forth in the prior sentence, and may use the following performance metrics as a guideline in determining the amount of bonus payable to each executive officer: (1) the Company’s safety record, (2) the Company’s environmental record, (3) the Company’s productivity and (4) the executive officer’s individual performance.
     Pursuant to the 2008 performance bonus plan, payments of the bonus amounts may be made in cash, restricted stock or a combination of both, in the discretion of the Committee. Executive officers will be given the option to convert any portion of their cash bonus into shares of restricted stock at a conversion rate of 150% of the cash bonus, subject to certain limitations. The vesting period for any restricted stock granted pursuant to the 2008 performance bonus plan will be determined by the Committee.