This excerpt taken from the GVHR 8-K filed May 16, 2005.
Approval of the 2005 Executive Incentive Compensation Plan
On May 12, 2005, the shareholders of Company also approved the Gevity HR, Inc. 2005 Executive Incentive Compensation Plan (the 2005 Executive Plan). The 2005 Executive Plan was approved by the Companys Board of Directors on February 16, 2005, subject to shareholder approval. No further executive incentive programs will be established under the Companys Annual Incentive Plan for Executive Officers, which was approved by the shareholders on May 30, 2002.
The 2005 Executive Plan authorizes the Company, under the direction of the Compensation Committee, to provide incentive compensation for executive officers, including the Chief Executive Officer, President, Chief Operating Officer, Chief Administrative Officer, Chief Financial Officer, Executive Vice Presidents, Senior Vice Presidents and Vice Presidents.
The Compensation Committee will establish, for each eligible executive selected to participate in the 2005 Executive Plan, the performance measures and the performance period to which the performance measures will relate. The incentive award for any performance period may be either a flat dollar amount or a percentage of the applicable participants average base compensation, in either case conditional upon the attainment of the established performance measures. The incentive awards may be payable in cash or shares of the Companys common stock or a combination of the two provided that any portion of the incentive award paid in shares of the Companys common stock must be funded under the 2005 Equity Plan, subject to any limitations in the 2005 Equity Plan. The amount of the incentive award payable to any participant attributable to a performance period of less than twenty-four months may not exceed $3,000,000. The amount of the incentive award payable to any participant attributable to a performance period that is equal to or greater than twenty-four months may not exceed $5,000,000.
A more detailed summary of the material features of the 2005 Executive Plan is set forth in the Proxy Statement under the heading Proposal 3: Approval of the 2005 Executive Incentive Compensation Plan. That summary in the Proxy Statement and the description of the 2005 Executive Plan herein are qualified in their entirety by reference to the full text of the plan, which is included as part of the Proxy Statement and is filed as Exhibit 10.2 to this report.