XIDE » Topics » Compensation Policies

This excerpt taken from the XIDE DEF 14A filed Jul 28, 2008.
Compensation Policies
 
Stock Ownership Guidelines
 
In October 2007, the Committee recommended and the Board approved stock ownership guidelines (“Ownership Guidelines”). The Ownership Guidelines were adopted, in part, to demonstrate the Company’s commitment to investors, employees, customers and vendors, by requiring named executive officers, certain other selected members of senior management and non-employee directors to maintain a significant holding in the Company’s common stock. Pursuant to the Ownership Guidelines, the CEO, other named executive officers and other selected members of senior management, are required to achieve and maintain certain levels of beneficial ownership in the Company’s common stock based on a multiple of their annual base salary. The Committee consulted with its independent compensation consultant in an effort to design Ownership Guidelines consistent with those of the Company’s peer group. Non-employee directors are also required to maintain stock ownership at levels based on their annual cash retainer. The Ownership Guidelines are as follows:
 
         
  Chief Executive Officer   5 Times Annual Base Salary
         
  Executive Vice Presidents    
    Division Presidents   3 Times Annual Base Salary
    Section 16 Officers    
         
  Other Members of Senior Management   1.5 Times Annual Base Salary
         
  Non-Employee Board Members   3 Times Annual Cash Retainer
 
The Board set December 31, 2012 as the initial deadline for achieving the required stock ownership levels.


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This excerpt taken from the XIDE DEF 14A filed Jul 16, 2007.
Compensation Policies
 
The Committee does not currently endorse a policy regarding stock ownership or stock retention for executive officers. However, the Committee designs total compensation to include equity-based awards that promote employee retention and align the compensation of executive officers with long-term shareholder value through the accumulation of stock. The Committee will continue to evaluate the appropriateness of stock ownership guidelines for its executive officers as well as for the Board.
 
The Committee’s determination of the amount and relative weight of equity awards as part of total compensation is based, in part, on the philosophy that equity awards available for management should not exceed 10% to 15% of total shares outstanding. Consequently, the Committee may vary the type and amount of long-term compensation to preserve this ratio and avoid equity award rates that would prematurely exhaust the 2004 Plan’s reserve of stock and options available for future awards.


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