ESMC » Topics » The Operation of Our Compensation Process

This excerpt taken from the ESMC DEF 14A filed Jun 12, 2009.
The Operation of Our Compensation Process
 
Our Compensation Committee recommends all compensation and equity awards to our executive officers for final discretionary action by our Board of Directors. Our Compensation Committee, in recommending the annual compensation of our officers, including our named executive officers, to be established by our Board of Directors, reviews the performance and compensation of our officers. In assessing the performance of our named executive officers in relation to the objectives established by our Board of Directors, our Compensation Committee reviews specific achievements associated with attainment of the objectives, the degree of difficulty of the objectives and the extent to which significant unforeseen obstacles or favorable circumstances affected their performance.
 
Our Compensation Committee recommends to our Board of Directors the base salaries, annual aggregate bonus amount and stock option grants to the members of our management. As part of its oversight of the compensation of our named executive officers, our Compensation Committee reviewed recommended the following compensation adjustments for 2008 for our named executive officers:
 
  •  increases in base salaries of our named executive officers in 2008 that averaged 3.5% which our Compensation Committee considered an adjustment consistent with published information about CPI increases in the United States in 2008;
 
  •  increase in an individual bonus represented a contractual obligation for one of the named executives.
 
  •  the remaining named executives took no bonus for the year and initiated cost cutting measurements in all business units. To that end, executive management took a reduction in salary of ten percent (10%).
 
  •  continued grants of stock options at exercise prices at which we would be prepared to sell our common stock in the event we were to determine to raise additional capital because our Compensation Committee believes that our history of stock option grants has in fact been successful in motivating our named executive officers to achieve superior performance.
 
The Operation of Our Compensation Process
 
Our Compensation Committee recommends all compensation and equity awards to our executive officers for final discretionary action by our Board of Directors. Our Compensation Committee, in recommending the annual compensation of our officers, including our named executive officers, to be established by our Board of Directors, reviews the performance and compensation of our officers. In assessing the performance of our named executive officers in relation to the objectives established by our Board of Directors, our Compensation Committee reviews specific achievements associated with attainment of the objectives, the degree of difficulty of the objectives and the extent to which significant unforeseen obstacles or favorable circumstances affected their performance.


9


Table of Contents

Our Compensation Committee recommends to our Board of Directors the base salaries, annual aggregate bonus amount and stock option grants to the members of our management. As part of its oversight of the compensation of our named executive officers, our Compensation Committee recommended the following compensation adjustments for 2007 for our named executive officers:
 
  •  increases in base salaries of our named executive officers in 2007 that averaged 2.7% which our Compensation Committee considered an adjustment consistent with published information about CPI increases in the United States in 2007;
 
  •  increases in individual bonus represented an increase which our Compensation Committee regarded as appropriate recognition of our named executives performance across a combination of qualitative and quantitative objectives during the performance period, and
 
  •  continued grants of stock options at exercise prices at which we would be prepared to sell our common stock in the event we were to determine to raise additional capital because our Compensation Committee believes that our history of stock option grants has in fact been successful in motivating our named executive officers to achieve superior performance.
 
Wikinvest © 2006, 2007, 2008, 2009, 2010, 2011, 2012. Use of this site is subject to express Terms of Service, Privacy Policy, and Disclaimer. By continuing past this page, you agree to abide by these terms. Any information provided by Wikinvest, including but not limited to company data, competitors, business analysis, market share, sales revenues and other operating metrics, earnings call analysis, conference call transcripts, industry information, or price targets should not be construed as research, trading tips or recommendations, or investment advice and is provided with no warrants as to its accuracy. Stock market data, including US and International equity symbols, stock quotes, share prices, earnings ratios, and other fundamental data is provided by data partners. Stock market quotes delayed at least 15 minutes for NASDAQ, 20 mins for NYSE and AMEX. Market data by Xignite. See data providers for more details. Company names, products, services and branding cited herein may be trademarks or registered trademarks of their respective owners. The use of trademarks or service marks of another is not a representation that the other is affiliated with, sponsors, is sponsored by, endorses, or is endorsed by Wikinvest.
Powered by MediaWiki