CVC » Topics » New Plan Benefits

This excerpt taken from the CVC DEF 14A filed Apr 28, 2006.

New Plan Benefits

The amount of each participant’s future Awards will be determined based on the discretion of the Compensation Committee and therefore cannot be calculated. For the 2005 fiscal year under the existing Stock Plan for Non-Employee Directors, the Company’s non-employee directors each received awards valued at $93,755 representing 4,000 options and 1,552 restricted stock units. As noted above, it is the Company’s expectation, subject to the Compensation Committee’s discretion, that non-employee directors will continue to be granted 4,000 options and restricted stock units having a fair market value of $40,000 on the date of each annual meeting of the Company’s stockholders under the New Director Stock Plan. No employees of the Company will receive any Awards under the New Director Stock Plan.

This proposal requires the affirmative vote of the majority of the votes cast by the holders of Class A and Class B Stock, voting together as a single class. In accordance with our Amended and Restated Certificate of Incorporation, holders of Class A Stock have one vote per share and holders of Class B Stock have ten votes per share.

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