York International Corporation Senior Management Incentive Plan Participation Letter (2005)

Summary

York International Corporation has approved the recipient's participation in the Senior Management Incentive Plan (SMIP) for the 2005 fiscal year, under the company's 2002 Incentive Compensation Plan. The incentive compensation is based on achieving specific financial performance goals, including earnings per share, cash flow, EBIT, and return on net capital employed. Payouts are determined by actual results and are subject to approval by the Board's Compensation Committee. Payments are prorated in cases of death, disability, retirement, or termination not for cause, and forfeited if the participant leaves voluntarily or is terminated for cause. Targets are confidential.

EX-10.1 2 w05290exv10w1.txt INCENTIVE COMPENSATION PLAN 2005 Exhibit 10.1 (YORK INTERNATIONAL CORPORATION LOGO) PERSONAL AND CONFIDENTIAL INTER-OFFICE CORRESPONDENCE TO: Business Unit Executive FROM: DATE: RE: Senior Management Incentive Plan (SMIP) I am pleased to inform you that you have been approved by the Board of Directors to participate in the Senior Management Incentive Plan (SMIP) portion of the Company's 2002 Incentive Compensation Plan for the 2005 fiscal year. Please refer to the 2002 Incentive Compensation Plan for more details on the plan description and policies. For the 2005 fiscal year, your incentive compensation will be based on the following performance goals: 1. York International Earnings per Share (EPS) 2. York International Cash Flow 3. Business Unit EBIT $ 4. Business Unit EBIT % 5. Business Unit Net Capital Employed (NCE) % or Return on Net Capital Employed (RONCE) % There are three levels of achievement for each goal. The achievement level will be linearly pro-rated based on actual results. Goals and respective payout as a percentage of base salary is listed below ($ in millions except EPS):
WEIGHTING THRESHOLD TARGET MAXIMUM FACTOR --------- ------ ------- ------ EARNINGS PER SHARE (EPS) for $ $ $ York International* Percent of Base Salary to be paid % % % % CASH FLOW for York $ $ $ International* Percent of Base Salary to be paid % % % % BUSINESS UNIT EBIT $ $ $ $ Percent of Base Salary to be paid % % % % BUSINESS UNIT EBIT % % % % Percent of Base Salary to be paid % % % % BUSINESS UNIT RONCE% OR NCE%* % % % Percent of Base Salary to be paid % % % % Incentive Amount % % % %
*ONLY PAYABLE IF 85% OF BUSINESS UNIT EBIT$ TARGET IS ACHIEVED Distribution of the amount earned under the SMIP will be made after the results for fiscal year 2005 have been audited. The actual timing, amounts and individual distribution of those amounts are predicated upon actual performance, and are ultimately approved by the Compensation Committee of the Board of Directors. In the event of death, disability, retirement or termination, other than for cause, payments will be prorated for the time of employment. If you voluntarily leave the company or are terminated for cause prior to the end of the year, any incentive payment will be forfeited. Targets are confidential information and may not be communicated outside of the Company, and should only be discussed internally on a need-to-know basis.