CSS » Topics » Employment Agreements

This excerpt taken from the CSS DEF 14A filed Jun 16, 2009.
Employment Agreements
 
Christopher J. Munyan.  On September 5, 2008, CSS and Mr. Munyan entered into an amendment to Mr. Munyan’s employment agreement dated May 12, 2006. As amended, the employment agreement with Mr. Munyan provides for: (i) an employment term as president and chief executive officer of CSS extending until July 1, 2011; (ii) automatic renewal of such employment term for a three-year term effective July 1 of each year, unless either CSS or Mr. Munyan elects to prevent such renewal from occurring by providing written notice of non-renewal to the other party by at least ninety (90) days prior to July 1 of each year; and (iii) severance payments and medical benefits to be provided to Mr. Munyan if CSS terminates his employment other than for cause prior to the end of the then-current employment term provided for in his employment agreement. For information on the amount and timing of the severance payments and medical benefits available to Mr. Munyan under the agreement, see the discussion under the heading “Severance Agreements” beginning on page 33. The Human Resources Committee determines the amount of Mr. Munyan’s annual base salary, his available award amount under our management incentive program and the form and amount of his long-term incentive compensation grants. For fiscal 2009, the Human Resources Committee set Mr. Munyan’s annual base salary at $525,000 per annum, and it set his target award opportunity under CSS’ management incentive program for fiscal 2009 at 100% of his current annual base salary, subject to a maximum potential award amount equal to 200% of his target award opportunity.


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Employment Agreements
 
Christopher J. Munyan.  On May 12, 2006, CSS entered into an employment agreement with Mr. Munyan that provides for: (i) a three-year term of employment as President and Chief Executive Officer of CSS, commencing on July 1, 2006; (ii) a base salary of $450,000 per annum effective July 1, 2006, with consideration for an increase in such base salary in connection with an annual performance review; (iii) a stock option grant to acquire 100,000 shares of CSS common stock, subject to the provisions of CSS’ 2004 Equity Compensation Plan, which grant was made on May 12, 2006; (iv) participation in CSS’ annual incentive compensation program with a target bonus opportunity of 100% of Mr. Munyan’s base salary for the fiscal year ending March 31, 2007; (v) reimbursement of expenses incurred by Mr. Munyan in relocating his principal residence to the Philadelphia, Pennsylvania area, in accordance with CSS’ Relocation Policy; and (vi) termination effective on July 1, 2006 of an earlier employment agreement dated October 25, 2005 between CSS and Mr. Munyan, which earlier agreement had been entered into in connection with Mr. Munyan’s appointment to his previous position as Executive Vice President and Chief Operating Officer of CSS. Effective April 1, 2008, Mr. Munyan’s base salary was set at $525,000 per annum, and on June 3, 2008 his target bonus opportunity under CSS’ Management Incentive Program for the fiscal year ending March 31, 2009 was set at 100% of his current annual base salary.
 
William G. Kiesling.  On July 11, 2005, CSS and Mr. Kiesling entered into an employment agreement in connection with the commencement of Mr. Kiesling’s employment with CSS. The employment agreement provides


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for (i) consideration for an increase in his annual base salary in connection with an annual performance review; (ii) participation in CSS’ annual incentive compensation program; (iii) a stock option grant for Mr. Kiesling to acquire 20,000 shares of CSS common stock, which grant was made on July 28, 2005; (iv) a one-time sign-on bonus in the amount of $25,000, which was paid at the time that Mr. Kiesling commenced his employment with CSS; and (v) a CSS-owned or leased automobile to be made available for Mr. Kiesling’s use. Effective April 1, 2008, Mr. Kiesling’s base salary was set at $300,500 per annum, and on June 3, 2008, his target bonus opportunity under CSS’ incentive compensation program for the fiscal year ending March 31, 2009 was set at 80% of his current annual base salary.
 
This excerpt taken from the CSS DEF 14A filed Jun 15, 2007.
Employment Agreements
 
Christopher J. Munyan.  On May 12, 2006, CSS entered into an employment agreement with Mr. Munyan that provides for: (i) a three-year term of employment as President and Chief Executive Officer of CSS, commencing on July 1, 2006; (ii) a base salary of $450,000 per annum effective July 1, 2006, with consideration for an increase in such base salary in connection with an annual performance review; (iii) a stock option grant to acquire 100,000 shares of CSS common stock, subject to the provisions of CSS’ 2004 Equity Compensation Plan, which grant was made on May 12, 2006; (iv) participation in CSS’ annual incentive compensation program with a target bonus opportunity of 100% of Mr. Munyan’s base salary for the fiscal year ending March 31, 2007; (v) reimbursement of expenses incurred by Mr. Munyan in relocating his principal residence to the Philadelphia, Pennsylvania area, in accordance with CSS’ Relocation Policy; and (vi) termination effective on July 1, 2006 of an earlier employment agreement dated October 25, 2005 between CSS and Mr. Munyan, which earlier agreement had been entered into in connection with Mr. Munyan’s appointment to his previous position as Executive Vice President and Chief Operating Officer of CSS. Effective April 1, 2007, Mr. Munyan’s base salary was set at $480,000 per annum, and his target bonus opportunity under CSS’ Management Incentive Program for the fiscal year ending March 31, 2008 was set at 100% of his current annual base salary.
 
William G. Kiesling.  On July 11, 2005, CSS and Mr. Kiesling entered into an employment agreement in connection with the commencement of Mr. Kiesling’s employment with CSS. The employment agreement provides for (i) consideration for an increase in his annual base salary in connection with an annual performance review; (ii) participation in CSS’ annual incentive compensation program; (iii) a stock option grant for Mr. Kiesling to acquire 20,000 shares of CSS common stock, which grant was made on July 28, 2005; (iv) a one-time sign-on bonus in the amount of $25,000, which was paid at the time that Mr. Kiesling commenced his employment with CSS; and (v) a CSS-owned or leased automobile to be made available for Mr. Kiesling’s use. Effective April 1, 2007,


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Mr. Kiesling’s base salary was set at $279,500 per annum, and his target bonus opportunity under CSS’ incentive compensation program for the fiscal year ending March 31, 2008 was set at 80% of his current annual base salary.
 
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