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This excerpt taken from the HAS DEF 14A filed Apr 17, 2006. 2005
Compensation of the Chief Executive Officer
Mr. Verrecchia served as the Company’s Chief Executive
Officer throughout fiscal 2005. Mr. Verrecchia’s
annualized base salary was increased from $776,240 to $1,000,000
effective upon his promotion to Chief Executive Officer of the
Company in May 2003. Mr. Verrecchia’s base salary has
not been increased since that time. Mr. Verrecchia received
a management incentive bonus for fiscal 2005 amounting to
$1,500,000. The Company’s performance in 2005 represented
approximately 107% achievement of the corporate performance
goals set under the Annual Performance Plan, which is the plan
under which Mr. Verrecchia’s management incentive bonus is
determined. The Committee set Mr. Verrecchia’s base salary
and management incentive bonus award for 2005 at a level it
believed appropriately and competitively compensated
Mr. Verrecchia in respect to his responsibilities,
experience, performance and contributions to the Company and its
shareholders.
In fiscal 2005, Mr. Verrecchia was granted an option to
purchase 280,000 shares of Common Stock. This option was
granted with an exercise price equal to the market price of the
Common Stock on the date of grant and vests in three equal
installments over the three-year period following the date of
grant. The Committee believes that the option granted in fiscal
2005 provides an appropriate incentive to Mr. Verrecchia to
improve the Company’s future performance, further aligns
Mr. Verrecchia’s interests with those of the Company’s
shareholders and fairly compensates Mr. Verrecchia for his
work for the Company and its shareholders and his contributions
to the long-term value of the Company to its shareholders.
All compensation decisions regarding Mr. Verrecchia were
made by the Committee, without the participation of
Mr. Verrecchia or any other executive officers of the
Company, and were reviewed and approved by the Company’s
Board of Directors.
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