PBI » Topics » LESLIE ABI-KARAM

This excerpt taken from the PBI DEF 14A filed Mar 27, 2008.
LESLIE ABI-KARAM(1)
    Involuntary Not for   Change of Control with   Death or Disability
   
Cause Termination ($)(2)
            Termination (CIC) ($)             ($)
Severance   196,154 - 1,436,500
(3)
  1,996,470 (4)   0  
Annual Incentive   0 - 110,213
(5)
  293,250 (6)   110,213 (5)
CIUs                  
   2005-2007 cycle(7)   0 - 205,333
(7)
  205,333 (8)   205,333 (7)
   2006-2008 cycle   0 - 133,333
(9)
  200,000 (8)   133,333 (9)
   2007-2009 cycle   0     200,000 (8)   66,667 (9)
Stock Options Accelerated(10)   0     0     0  
Restricted Stock Accelerated   0     247,260     247,260  
Change of Control                  
Pension Benefit(11)   0     104,622     0  
Medical & other benefits(12)   0     62,922     0  
Financial Counseling   0 - 42,000     0     0  
Tax-gross up(13)   0     1,102,480     0  
Total   196,154 - 1,927,379     4,412,337     762,806  

(1)     

All data is shown assuming termination on December 31, 2007.

 
(2)     

Ranges represent variance between Ms. Abi-Karam’s basic severance plan and enhanced severance payment as explained in the section entitled “Explanation of Benefits Payable Upon Various Termination Events” on page 51.

 
(3)     

Under the terms of the Pitney Bowes Severance Pay Plan, Ms. Abi-Karam would receive a minimum of 24 weeks of base salary if she were terminated involuntarily and not for cause.

 
(4)     

Includes three years of salary and three years of annual incentive. Salary used is the base rate as of December 31, 2007 and average annual incentive award used is the incentive earned for service in 2004, 2005 and 2006.

 
(5)     

Annual incentive is prorated for time worked during the year of termination and is shown with actual amount earned for 2007. This amount was paid in February 2008 under the normal distribution of annual incentives.

 
(6)     

Annual incentive is valued at the targeted amount and is paid upon termination following a change of control.

 
(7)     

Units for 2005-2007 cycles are valued at $1.12 per unit based upon actual achievement of performance metrics for the 2005-2007 cycle. This amount was paid in February 2008 under the normal distribution of CIUs.

 
(8)     

Units for 2005-2007 cycle are valued at $1.12 per unit based upon actual achievement of performance metrics for the 2005-2007 cycle. Units for 2006-2008 and 2007-2009 cycles are valued at the targeted amount which is $1.00 per unit. Payment is paid upon termination following a change of control.

 
(9)     

Units for 2006-2008 and 2007-2009 cycles are valued at the targeted amount which is $1.00 per unit. Payment is prorated based upon time worked through the end of each cycle period, however, payment is not made until the end of the performance period.

 
(10)     

Vesting of options is accelerated upon certain termination events. As of December 31, 2007, there were no in-the-money unvested employee stock options to purchase the common stock of Pitney Bowes.

 
(11)     

Amount shown is the increase in lump-sum actuarial equivalent of the pension age and service credits for the associated severance period.

 
(12)     

Amount shown is the present value of the company’s cost to continue medical and other health & welfare plans for three years plus the company’s cost for outplacement services.

 
(13)     

Amount shown is the gross-up value for excise tax due on parachute payments and their gross-up payments. Gross-up payments are subject to a safe-harbor amount described on pages 52 and 53.

 

 

49


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