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ORB » Topics » Nonqualified Deferred Compensation

This excerpt taken from the ORB DEF 14A filed Mar 11, 2009.
Nonqualified Deferred Compensation
 
Our Nonqualified Management Deferred Compensation Plan provides the Named Executive Officers and other key management and highly compensated employees with the ability to set aside compensation on a tax-deferred basis. This compensation can consist of amounts a Named Executive Officer elects to defer and/or discretionary contributions by us. Under the plan, the Named Executive Officers may defer up to 100% of their cash base salaries and up to 100% of their cash bonuses under the MIP. The Named Executive Officers need to make their deferral elections by December 15th of each year to defer amounts for the following year.
 
The Named Executive Officers have the right to have the amounts credited to their plan account invested in one or more funds made available by the plan administrator. The Named Executive Officers select the investment allocation among the available funds and may change these allocations on a daily basis by contacting the plan administrator by phone or accessing their plan account online through the plan administrator’s website.
 
Benefits under the plan will be distributed under the terms elected by the Named Executive Officer. For each deferral year and type of deferral, the Named Executive Officer may elect either a future in-service withdrawal date or a distribution upon a voluntary or involuntary termination of employment. The Named Executive Officer can elect to receive the distributions either as a lump sum payment or in annual installments. In the event a Named Executive Officer dies while employed by us, benefits will be paid to his beneficiaries in the same manner as elected by such Named Executive Officer. Additionally, upon a showing of an unforeseen financial hardship and with appropriate approval from the Compensation Committee, a Named Executive Officer may be allowed to access funds in his plan account earlier than the elected distribution date. All Named Executive Officers are fully vested in their account balances under the plan.


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The following table sets forth contributions, earnings, withdrawals, distributions and year-end balances under our Nonqualified Management Deferred Compensation Plan for each Named Executive Officer during the fiscal year ended December 31, 2008.
 
                                         
    Executive
 		    Registrant
 		    Aggregate
 		    Aggregate
 		    Aggregate
 		 
    Contributions in
 		    Contributions in
 		    Earnings in
 		    Withdrawals/
 		    Balance at Last
 		 
Name
  Last FY ($)     Last FY ($)(1)     Last FY ($)(2)     Distributions ($)     FYE ($)(3)  
 
David W. Thompson
    —     $ 8,224     $ 63,510       —     $ 3,692,183  
Garrett E. Pierce
    —       7,658       (22,702 )     —       41,296  
James R. Thompson
    —       6,553       (316 )     —       61,855  
Ronald J. Grabe
    —       3,558       (25,245 )     —       43,257  
Antonio L. Elias
    —       2,474       (1,863 )     —       27,581  
 
 
(1) In 2008, pursuant to our Deferred Salary and Profit Sharing Plan for Employees (“401(k) Plan”), we made a discretionary contribution to the 401(k) Plan account of each Named Executive Officer (including other eligible employees) in the amount of 1% of the salary and MIP bonuses earned by such officer in 2007. Any discretionary contribution amounts exceeding the Internal Revenue Service limits for the 401(k) Plan are then credited into the Named Executive Officer’s Nonqualified Management Deferred Compensation Plan account as a company contribution. The amounts in this column reflect these company contributions. The full amounts are included in the “All Other Compensation” column of the Summary Compensation Table on page 20.
 
(2) The amounts in this column are not reported in the Summary Compensation Table on page 20.
 
(3) The amounts in this column include company contributions that were reported as compensation for the Named Executive Officers in the Summary Compensation Tables in our 2008, 2007 and 2006 proxy statements in the following amounts: David W. Thompson, $21,065; Garrett E. Pierce, $28,410; James R. Thompson, $18,779; Ronald J. Grabe, $13,569; and Antonio L. Elias, $1,949.
 
This excerpt taken from the ORB DEF 14A filed Mar 10, 2008.
Nonqualified Deferred Compensation
 
Our Nonqualified Management Deferred Compensation Plan provides the Named Executive Officers and other key management and highly compensated employees with the ability to set aside compensation on a tax-


26

 

deferred basis. This compensation can consist of monies a Named Executive Officer elects to defer and/or discretionary contributions by us. Under the plan, the Named Executive Officers may defer up to 100% of their base salaries and up to 100% of their bonuses under the MIP. The Named Executive Officers need to make their deferral elections by December 15th of each year to defer amounts for the following year.
 
The Named Executive Officers have the right to have the amounts credited to their plan account invested in one or more funds made available by the plan administrator. The Named Executive Officers select the investment allocation among the available funds and may change these allocations on a daily basis by contacting the plan administrator by phone or accessing their plan account online through the plan administrator’s website.
 
Benefits under the plan will be distributed under the terms elected by the Named Executive Officer. For each deferral year and type of deferral, the Named Executive Officer may elect either a future in-service withdrawal date or a distribution upon a voluntary or involuntary termination of employment. The Named Executive Officer can elect to receive the distributions either as a lump sum payment or in annual installments. In the event a Named Executive Officer dies while employed by us, benefits will be paid to his beneficiaries in the same manner as elected by such Named Executive Officer. Additionally, upon a showing of an unforeseen financial hardship and with appropriate approval from the Compensation Committee, a Named Executive Officer may be allowed to access funds in his plan account earlier than the elected distribution date. All of the Named Executive Officers with account balances as of December 31, 2007 are fully vested under the plan.
 
The following table sets forth contributions, earnings, withdrawals, distributions and year-end balances under our Nonqualified Management Deferred Compensation Plan for each Named Executive Officer during the fiscal year ended December 31, 2007.
 
                                         
    Executive
 		    Registrant
 		    Aggregate
 		    Aggregate
 		    Aggregate
 		 
    Contributions in
 		    Contributions in
 		    Earnings in
 		    Withdrawals/
 		    Balance at Last
 		 
Name
  Last FY ($)     Last FY ($)(1)     Last FY ($)     Distributions ($)     FYE ($)  
 
David W. Thompson
    —     $ 7,802     $ 181,854       —     $ 3,620,448  
Garrett E. Pierce
    —       6,971       (1,745 )     —       56,339  
James R. Thompson
    —       6,449       2,577       —       52,834  
Ronald J. Grabe
    —       4,826       (15,257 )     —       64,944  
Antonio L. Elias
    —       1,949       1,443       —       26,970  
Carl A. Marchetto
    —       863       17       —       881  
 
 
(1) In 2007, pursuant to our Deferred Salary and Profit Sharing Plan for Employees (“401(k) Plan”), we made a discretionary contribution to the 401(k) Plan account of each of the Named Executive Officers (including other eligible employees) in the amount of 1% of the salary earned by such officer in 2006. Any discretionary contribution amounts exceeding the Internal Revenue Service limits for the 401(k) Plan are then credited into the Named Executive Officer’s Nonqualified Management Deferred Compensation Plan account as a company contribution. The amounts in this column reflect these company contributions.
 

EXCERPTS ON THIS PAGE:

DEF 14A
Mar 11, 2009
DEF 14A
Mar 10, 2008

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