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This excerpt taken from the AN DEF 14A filed Mar 23, 2009. EMPLOYMENT
AGREEMENTS
We have entered into employment agreements with Mike Jackson and
Michael E. Maroone and an employment letter with Michael J.
Short. Summaries of these employment agreements and other
employment arrangements are set forth below.
Mike Jackson. On July 25, 2007, we entered into an
employment agreement with Mr. Jackson pursuant to which he
serves as our Chairman and Chief Executive Officer. The
agreement, which expires on September 24, 2010 (subject to
earlier termination in certain circumstances), effectively
extends Mr. Jackson’s prior employment agreement and
provides for a continuation of his base salary of $1,150,000 per
year, subject to future increases as determined by the
Compensation Committee (or the Executive Compensation
Subcommittee, as applicable). Mr. Jackson’s employment
agreement also provides for his participation in the AutoNation,
Inc. Senior Executive Incentive Bonus Plan, with bonus
eligibility (which shall be no less than
1331/3%
of his base salary) and performance objectives as established by
the Executive Compensation Subcommittee during the first quarter
of each year. A portion of the bonus awards under the
AutoNation, Inc. Senior Executive Incentive Bonus Plan are
payable to Mr. Jackson on a deferred basis (without
interest), subject to certain terms and conditions. The
agreement provides that Mr. Jackson will participate in our
stock option program during each year of his employment at the
discretion of the Executive Compensation Subcommittee. Under the
terms of the agreement, if we terminate Mr. Jackson’s
employment for any reason other than “cause,” or if he
terminates his employment with us for “good reason”
(each as defined in the employment agreement), he is entitled to
receive an amount equal to the sum of his then-current annual
base salary plus annual bonus awarded to him in the calendar
year prior to such termination of his employment, as well as the
pro rata portion of his annual bonus to which he would have been
entitled had his employment not been terminated, to the extent
applicable performance targets are met. Additionally, if we
terminate Mr. Jackson’s employment without cause or if
he terminates employment for good reason, all vested stock
options held by him will survive and be exercisable for the
remainder of their initial ten-year term and all unvested stock
options held by him will immediately vest on such termination
and will survive and be exercisable for one year following such
termination. The agreement also contains non-competition
covenants and provides that Mr. Jackson is entitled to
certain benefits during his employment, including limited
personal use of our corporate aircraft.
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Michael E. Maroone. On July 25, 2007, we entered
into an employment agreement with Michael E. Maroone pursuant to
which he serves as our President and Chief Operating Officer.
The agreement, which expires on December 31, 2010 (subject
to earlier termination in certain circumstances), effectively
extends Mr. Maroone’s prior employment agreement and
provides for a continuation of his base salary of $1,000,000 per
year, subject to future increases as determined by the
Compensation Committee (or the Executive Compensation
Subcommittee, as applicable). The employment agreement also
provides for Mr. Maroone’s participation in the
AutoNation, Inc. Senior Executive Incentive Bonus Plan, with
bonus eligibility (which shall be no less than 100% of his base
salary) and performance objectives as established by the
Executive Compensation Subcommittee during the first quarter of
each year. The agreement provides that Mr. Maroone will
participate in our stock option program during each year of his
employment at the discretion of the Executive Compensation
Subcommittee. Under the terms of the agreement, if we terminate
Mr. Maroone’s employment for any reason other than
“cause,” or if he terminates his employment with us
for “good reason” (each as defined in the employment
agreement), he is entitled to receive an amount equivalent to
his then-current annual base salary plus annual bonus awarded to
him in the calendar year prior to such termination of his
employment. In such circumstances, Mr. Maroone would also
be entitled to receive the pro rata portion of his annual
performance bonus applicable to the period prior to the
termination of his employment, provided that the applicable
performance targets are met. Additionally, if we terminate
Mr. Maroone’s employment without cause or if he
terminates employment for good reason, all vested stock options
held by him will survive and be exercisable for the remainder of
their initial ten-year term and all unvested stock options held
by him will immediately vest on such termination and will
survive and be exercisable for one year following such
termination. The agreement also contains non-competition
covenants and provides that Mr. Maroone is entitled to
certain benefits during his employment, including limited
personal use of our corporate aircraft.
Michael J. Short. On December 27, 2006, we entered
into an employment letter with Michael J. Short pursuant to
which he serves as our Executive Vice President and Chief
Financial Officer. Our letter with Mr. Short provides for
Mr. Short’s employment with us at an annual base
salary of $525,000. Pursuant to the letter, on January 15,
2007, his start date with us, he received 200,000 options to
purchase shares of our common stock at an exercise price of
$21.56 per share, the closing price of our common stock on
Friday, January 12, 2007, the trading day preceding the
grant date. Mr. Short’s employment letter dated
December 27, 2006, provides that in the event of a
termination on or prior to January 15, 2009 for any reason
other than “cause,” death, or disability, he is
entitled to receive an amount equivalent to 18 months of
his annual base salary, less applicable withholdings. In
February 2008, the Committee increased Mr. Short’s
base salary by $36,000 to $561,000.
Table of Contents
This excerpt taken from the AN DEF 14A filed Mar 27, 2008. EMPLOYMENT
AGREEMENTS
We have entered into employment agreements with Mike Jackson and
Michael E. Maroone and an employment letter with Michael J.
Short. Summaries of these employment agreements and other
employment arrangements are set forth below.
Mike Jackson. On July 25, 2007, we entered into an
employment agreement with Mr. Jackson pursuant to which he
serves as our Chairman and Chief Executive Officer. The
agreement, which expires on September 24, 2010 (subject to
earlier termination in certain circumstances), effectively
extends Mr. Jackson’s prior employment agreement and
provides for a continuation of his base salary of $1,150,000 per
year, subject to future increases as determined by the
Compensation Committee (or the Executive Compensation
Subcommittee, as applicable). Mr. Jackson’s employment
agreement also provides for his participation in the AutoNation,
Inc. Senior Executive Incentive Bonus Plan, with bonus
eligibility (which shall be no less than
1331/3%
of his base salary) and performance objectives as established by
the Executive Compensation Subcommittee during the first quarter
of each year. A portion of the bonus awards under the
AutoNation, Inc. Senior Executive Incentive Bonus Plan are
payable to Mr. Jackson on a deferred basis (without
interest), subject to certain terms and conditions. The
agreement provides that Mr. Jackson will participate in our
stock option program during each year of his employment at the
discretion of the Executive Compensation Subcommittee. Under the
terms of the agreement, if we terminate Mr. Jackson’s
employment for any reason other than “cause,” or if he
terminates his employment with us for “good reason”
(each as defined in the employment agreement), he is entitled to
receive an amount equal to the sum of his then-current annual
base salary plus annual bonus awarded to him in the calendar
year prior to such termination of his employment, as well as the
pro rata portion of his annual bonus to which he would have been
entitled had his employment not been terminated, to the extent
applicable performance targets are met. Additionally, if we
terminate Mr. Jackson’s employment without cause or if
he terminates employment for good reason, all vested stock
options held by him will survive and be exercisable for the
remainder of their initial ten-year term and all unvested stock
options held by him will immediately vest on such termination
and will survive and be exercisable for one year following such
termination. The agreement also contains non-competition
covenants and provides that Mr. Jackson is entitled to
certain benefits during his employment, including limited
personal use of our corporate aircraft.
Michael E. Maroone. On July 25, 2007, we entered
into an employment agreement with Michael E. Maroone
pursuant to which he serves as our President and Chief Operating
Officer. The agreement, which expires on December 31, 2010
(subject to earlier termination in certain circumstances),
effectively extends Mr. Maroone’s prior employment
agreement and provides for a continuation of his base salary of
$1,000,000 per year, subject to future increases as determined
by the Compensation Committee (or the Executive Compensation
Subcommittee, as applicable). The employment agreement also
provides for Mr. Maroone’s participation in the
AutoNation, Inc. Senior Executive Incentive Bonus Plan, with
bonus eligibility (which shall be no less than 100% of his base
salary) and performance objectives as established by the
Executive Compensation Subcommittee during the first quarter of
each year. The agreement provides that Mr. Maroone will
participate in our stock option program during each year of his
employment at the discretion of the Executive Compensation
Subcommittee. Under the terms of the agreement, if we terminate
Mr. Maroone’s employment for any reason other than
“cause,” or if he terminates his employment with us
for “good reason” (each as defined in the employment
agreement), he is entitled to receive an amount equivalent
Table of Contents
to his then-current annual base salary plus annual bonus awarded
to him in the calendar year prior to such termination of his
employment. In such circumstances, Mr. Maroone would also
be entitled to receive the pro rata portion of his annual
performance bonus applicable to the period prior to the
termination of his employment, provided that the applicable
performance targets are met. Additionally, if we terminate
Mr. Maroone’s employment without cause or if he
terminates employment for good reason, all vested stock options
held by him will survive and be exercisable for the remainder of
their initial ten-year term and all unvested stock options held
by him will immediately vest on such termination and will
survive and be exercisable for one year following such
termination. The agreement also contains non-competition
covenants and provides that Mr. Maroone is entitled to
certain benefits during his employment, including limited
personal use of our corporate aircraft. By letter to
Mr. Maroone dated March 26, 1999, we agreed that upon
the termination of Mr. Maroone’s employment with us
any stock options granted to Mr. Maroone prior to
March 26, 1999 would continue to vest in accordance with
their initial vesting schedule and would be exercisable through
the duration of their original ten-year terms.
Michael J. Short. On December 27, 2006, we entered
into an employment letter with Michael J. Short pursuant to
which he serves as our Executive Vice President and Chief
Financial Officer. Our letter with Mr. Short provides for
Mr. Short’s employment with us at an annual base
salary of $525,000. Mr. Short is entitled to participate in
the Company’s Senior Executive Incentive Bonus Plan
commencing in 2007 with a bonus target of not less than 60% of
base salary, with the performance goals and other terms of the
bonus as established by the Executive Compensation Subcommittee
of the Board. Pursuant to the letter, on January 15, 2007,
his start date with us, he received 200,000 options to purchase
shares of our common stock at an exercise price of $21.56 per
share, the closing price of our common stock on Friday,
January 12, 2007, the trading day preceding the grant date.
Under the terms of the letter, if Mr. Short’s
employment is terminated by us during the first twenty-four
(24) months of his employment for any reason other than
“cause,” death or disability, he is entitled to
receive an amount equivalent to eighteen (18) months of his
base salary. In February 2008, the Committee increased
Mr. Short’s base salary by $36,000 to $561,000 and his
target bonus under the Senior Executive Incentive Bonus Plan
from 60% to 75%.
Table of Contents
This excerpt taken from the AN DEF 14A filed Apr 5, 2007. EMPLOYMENT
AGREEMENTS
We have entered into employment agreements with Mike Jackson and
Michael E. Maroone and an employment letter with Michael J.
Short. Summaries of these employment agreements and other
employment arrangements are set forth below.
Mike Jackson. In December 2004, we entered
into an employment agreement with Mr. Jackson pursuant to
which he serves as our Chairman and Chief Executive Officer. The
agreement, which expires on September 24, 2007 (subject to
earlier termination in certain circumstances), effectively
extends Mr. Jackson’s prior employment agreement and
provides for a continuation of his base salary of
$1,150,000 per year, subject to future increases as
determined by the Compensation Committee (or the Executive
Compensation Subcommittee, as applicable).
Mr. Jackson’s employment agreement also provides for
his participation in the AutoNation, Inc. Senior Executive
Incentive Bonus Plan, with bonus eligibility (which shall be no
less than
1331/3%
of his base salary) and performance objectives as established by
the Executive Compensation Subcommittee during the first quarter
of each year. A portion of the bonus awards under the
AutoNation, Inc. Senior Executive Incentive Bonus Plan are
payable to Mr. Jackson on a deferred basis (without
interest), subject to certain terms and conditions. The
agreement provides that Mr. Jackson will participate in our
stock option program during each year of his employment at the
discretion of the Executive Compensation Subcommittee. Under the
terms of the agreement, if we terminate Mr. Jackson’s
employment for any reason other than “cause,” or if he
terminates his employment with us for “good reason”
(each as defined in the employment agreement), he is entitled to
receive an amount equal to the sum of his then-current annual
base salary plus annual bonus awarded to him in the calendar
year prior to such termination of his employment, as well as the
pro rata portion of his annual bonus to which he would have been
entitled had his employment not been terminated, to the extent
applicable performance targets are met. Additionally, if we
terminate Mr. Jackson’s employment without cause or if
he terminates employment for good reason, all vested stock
options held by him will survive and be exercisable for the
remainder of their initial ten-year term and all unvested stock
options held by him will immediately vest on such termination
and will survive and be exercisable for one year following such
termination. The agreement also contains non-competition
covenants and provides that Mr. Jackson is entitled to
certain benefits during his employment, including limited
personal use of our corporate aircraft.
Michael E. Maroone. On July 27, 2005, we
entered into an employment agreement with Michael E. Maroone
pursuant to which he serves as our President and Chief Operating
Officer. The term of the employment agreement ends on
December 31, 2007. Our agreement with Mr. Maroone
provides for an annual base salary of $1,000,000. The employment
agreement also provides for Mr. Maroone’s
participation in the AutoNation, Inc. Senior Executive Incentive
Bonus Plan, with bonus eligibility (which shall be no less than
100% of his base salary) and performance objectives as
established by the Executive Compensation Subcommittee during
the first quarter of each year. The agreement provides that
Mr. Maroone will participate in our stock option program
during each year of his employment at the discretion of the
Executive Compensation Subcommittee. Under the terms of the
agreement, if we terminate Mr. Maroone’s employment
for any reason other than “cause,” or if he terminates
his employment with us for “good reason” (each as
defined in the employment agreement), he is entitled to receive
an amount equivalent to his then-current annual base salary plus
annual bonus awarded to him in the calendar year prior to such
termination of his employment. In such circumstances,
Mr. Maroone would also be entitled to receive the pro rata
portion of his annual performance bonus applicable to the period
prior to the termination of his employment, provided that the
applicable performance targets are met. Additionally, if we
terminate Mr. Maroone’s employment without cause or if
he terminates employment for good reason, all vested stock
options held by him will survive and be exercisable for the
remainder of their initial ten-year term and all unvested stock
options held by him will immediately vest on such termination
and will survive and be exercisable for one year following such
termination. The agreement also contains non-competition
covenants and provides that Mr. Maroone is entitled to
certain
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benefits during his employment, including limited personal use
of our corporate aircraft. By letter to Mr. Maroone dated
March 26, 1999, we agreed that upon the termination of
Mr. Maroone’s employment with us any stock options
granted to Mr. Maroone prior to March 26, 1999 would
continue to vest in accordance with their initial vesting
schedule and would be exercisable through the duration of their
original ten-year terms.
Michael J. Short. On December 27, 2006,
we entered into an employment letter with Michael J. Short
pursuant to which he serves as our Executive Vice President and
Chief Financial Officer. Our letter with Mr. Short provides
for Mr. Short’s employment with us at an annual base
salary of $525,000. Mr. Short is entitled to participate in
the Company’s senior executive incentive bonus plan
commencing in 2007 with a bonus target of not less than 60% of
base salary, with the performance goals and other terms of the
bonus as established by the Executive Compensation Subcommittee
of the Board. Pursuant to the letter, on January 15, 2007,
his start date with us, he received 200,000 options to purchase
shares of our common stock at an exercise price of $21.56 per
share, the closing price of our common stock on Friday,
January 12, 2007, the trading day preceding the grant date.
Under the terms of the letter, if Mr. Short’s
employment is terminated by us during the first twenty-four
(24) months of his employment for any reason other than
“cause,” death or disability, he is entitled to
receive an amount equivalent to eighteen (18) months of his
base salary.
Table of Contents
This excerpt taken from the AN DEF 14A filed Apr 28, 2006. EMPLOYMENT
AGREEMENTS
We have entered into employment agreements with Mike Jackson,
Michael E. Maroone and Craig T. Monaghan. Summaries of these
employment agreements and other employment arrangements are set
forth below.
Mike Jackson. In December 2004, we entered
into an employment agreement with Mr. Jackson pursuant to
which he serves as our Chairman and Chief Executive Officer. The
agreement, which expires on September 24, 2007 (subject to
earlier termination in certain circumstances), effectively
extends Mr. Jackson’s prior employment agreement and
provides for a continuation of his base salary of
$1,150,000 per year, subject to future increases as
determined by the Compensation Committee (or the Executive
Compensation Subcommittee, as applicable).
Mr. Jackson’s employment agreement also provides for
his participation in the AutoNation, Inc. Senior Executive
Incentive Bonus Plan, with bonus eligibility (which shall be no
less than
1331/3%
of his base salary) and performance objectives as established by
the Executive Compensation Subcommittee during the first quarter
of each year. A portion of the bonus awards under the
AutoNation, Inc. Senior Executive Incentive Bonus Plan are
payable to Mr. Jackson on a deferred basis (without
interest), subject to certain terms and conditions. The
agreement provides that Mr. Jackson will participate in our
stock option program during each year of his employment at the
discretion of the Executive Compensation Subcommittee. Under the
terms of the agreement, if we terminate Mr. Jackson’s
employment for any reason other than “cause,” or if he
terminates his employment with us for “good reason”
(each as defined in the employment agreement), he is entitled to
receive an amount equal to the sum of his then-current annual
base salary plus annual bonus awarded to him in the calendar
year prior to such termination of his employment, as well as the
pro rata portion of his annual bonus to which he would have been
entitled had his employment not been terminated, to the extent
applicable performance targets are met. Additionally, if we
terminate Mr. Jackson’s employment without cause or if
he terminates employment for good reason, all vested stock
options held by him will survive and be exercisable for the
remainder of their initial ten-year term and all unvested stock
options held by him will immediately vest on such termination
and will survive and be exercisable for one year following such
termination. The agreement also contains non-competition
covenants and provides that Mr. Jackson is entitled to
certain benefits during his employment, including limited
personal use of our corporate aircraft.
Michael E. Maroone. On July 27, 2005, we
entered into an employment agreement with Michael E. Maroone
pursuant to which he serves as our President and Chief Operating
Officer. The term of the employment agreement ends on
December 31, 2007. Our agreement with Mr. Maroone
provides for an annual base salary of $1,000,000. The employment
agreement also provides for Mr. Maroone’s
participation in the AutoNation, Inc. Senior Executive Incentive
Bonus Plan, with bonus eligibility (which shall be no less than
100% of his base salary) and performance objectives as
established by the Executive Compensation Subcommittee during
the first quarter of each year. The agreement provides that
Mr. Maroone will participate in our stock option program
during each year of his employment at the discretion of the
Executive Compensation Subcommittee. Under the terms of the
agreement, if we terminate Mr. Maroone’s employment
for any reason other than “cause,” or if he terminates
his employment with us for “good reason” (each as
defined in the employment agreement), he is entitled to receive
an amount equivalent to his then-current annual base salary plus
annual bonus awarded to him in the calendar year prior to such
termination of his employment. In such circumstances,
Mr. Maroone would also be entitled to receive the pro rata
portion of his annual performance bonus applicable to the period
prior to the termination of his employment, provided that the
applicable performance targets are met. Additionally, if we
terminate Mr. Maroone’s employment without cause or if
he terminates employment for good reason, all vested stock
options held by him will survive and be exercisable for
Table of Contents
the remainder of their initial ten-year term and all unvested
stock options held by him will immediately vest on such
termination and will survive and be exercisable for one year
following such termination. The agreement also contains
non-competition covenants and provides that Mr. Maroone is
entitled to certain benefits during his employment, including
limited personal use of our corporate aircraft. By letter to
Mr. Maroone dated March 26, 1999, we agreed that upon
the termination of Mr. Maroone’s employment with us
any stock options granted to Mr. Maroone prior to
March 26, 1999 would continue to vest in accordance with
their initial vesting schedule and would be exercisable through
the duration of their original ten-year terms.
Craig T. Monaghan. On April 19, 2000, we
entered into an agreement with Craig T. Monaghan pursuant to
which he serves as our Executive Vice President and Chief
Financial Officer. Our agreement with Mr. Monaghan provided
for Mr. Monaghan’s employment with us at an initial
base salary of $450,000 per year, although our Executive
Compensation Subcommittee approved an increase in
Mr. Monaghan’s annual base salary to the amount of
$561,000 in 2004. Under the terms of the agreement, if
Mr. Monaghan’s employment is terminated by us for any
reason other than “cause,” or if he terminates his
employment with us for “good reason” (as defined in
the employment agreement), he is entitled to receive an amount
equivalent to eighteen (18) months of his initial base
salary.
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