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This excerpt taken from the MRY DEF 14A filed Oct 23, 2006. Compensation of Chief Executive Officer In determining the salary, bonus and options to be granted to the Companys Chief Executive Officer in fiscal year 2006, the Compensation Committee attempted to follow the policies for executive compensation described above. By virtue of his employment agreement with the Company entered into in an earlier fiscal year, Mr. Binch entered the 2006 fiscal year with a base salary of $311,000. Mr. Binchs bonus payment for fiscal year 2006 included $94,063 attributable to performance during the prior fiscal year and $89,281 paid in accordance with Mr. Binchs separation agreement. In approving the fiscal 2005 bonus, the Compensation Committee met with Mr. Binch to evaluate his performance, the Companys performance and the performance of the Companys other executive officers. The Compensation Committee awarded Mr. Binchs bonus in light of positive developments that had occurred during fiscal year 2005, including the successful acquisition and integration of Putnam Plastics Company Subsequent to the determinations made on Mr. Binchs Compensation, Mr. Binch left his position as Chief Executive Officer and was replaced by Mr. Belcher on an interim basis. At the time Mr. Belcher was elevated to CEO, while at the same time retaining his responsibilities as Chief Financial Officer, the Compensation Committee, in light of Mr. Belchers increased responsibilities, decided to amend Mr. Belchers existing employment to provide that (i) Mr. Belchers annual base salary would be increased to $278,299 and in the event Mr. Belcher was not appointed by the Board to the position of Chief Executive Officer it would be reduced by $55,640 from the annual 25 base salary in effect prior to such reduction, (ii) that in the event the Company elected not to renew the Agreement at the end of any term, then the Company would pay (a) Mr. Belchers base salary for a period of eighteen (18) months following termination of the Agreement, and (b) an amount equal to 150% of Mr. Belchers target bonus then in effect in one lump-sum, (iii) Mr. Belchers annual target bonus would be increased to 60%, (iv) that as soon as practicable after January 19, 2006 Mr. Belcher would be awarded 50,000 shares of Common Stock pursuant to the Companys Amended and Restated 1997 Long Term Incentive Plan to vest in four equal installments beginning on the first anniversary of the date of grant, (v) in the event of a voluntary resignation my Mr. Belcher for Good Reason or involuntary termination by the Company without cause, Mr. Belcher will be entitled to a lump sum payment equal to the sum of (a) 150% of this annual base salary, at the rate then in effect and (b) 150% of his target bonus for the fiscal year during which termination occurs. Thereafter, in April of 2006, before the Board had made Mr. Belcher CEO on a non-interim basis but in contemplation thereof, the Compensation Committee determined that Mr. Belchers salary should not be further increased at such time, if any, as he became CEO on a non-interim basis, but that any further decisions as to additional compensation would be made in fiscal year 2007 in connection with Mr. Belchers normal review for fiscal year 2006. However, the Compensation Committee did determine that Mr. Belcher should be eligible to receive, on an annual basis, 175,000 stock options pursuant to the Companys plans and programs then in effect. Thereafter, in May of 2006, when the Board of Directors determined that Mr. Belcher would remain as the Companys CEO on a non-interim basis, the Compensation Committee did not take further action. This excerpt taken from the MRY DEF 14A filed Dec 21, 2005. Compensation of Chief Executive Officer
In determining the salary, bonus and options to be granted to the Companys Chief Executive Officer in fiscal year 2005, the Compensation Committee attempted to follow the policies for executive compensation described above. By virtue of his employment agreement with the Company entered into in an earlier fiscal year, Mr. Binch entered the 2005 fiscal year with a base salary of $300,000. Mr. Binch received a bonus of $69,498 in
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fiscal year 2005, which bonus was granted to him pursuant to the Companys normal bonus plan with respect to the Companys and his performance in fiscal 2004. In approving the bonus, the Compensation Committee met with Mr. Binch to evaluate his performance, the Companys performance in fiscal 2004 and the performance of the Companys other executive officers. The Compensation Committee awarded Mr. Binchs bonus in light positive developments that had occurred during fiscal year 2004.
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