PBI » Topics » Long-term Incentives

This excerpt taken from the PBI DEF 14A filed Mar 26, 2009.

Long-term Incentives

We pay long-term incentives to improve the company’s overall performance by linking the named executive officers’ long-term rewards to our long-term results. We also pay long-term incentives in order to be competitive in the markets in which we operate.

For 2008, the Committee targeted delivery of long-term incentives using a mix of 50% stock options and 50% CIUs for named executive officers. For 2009, the Committee determined the long-term incentive mix for the named executive officers would be 50% CIUs, 25% stock options and 25% performance-based stock units. The Committee may award shares of restricted stock in unique circumstances where needed for attracting, retaining or motivating executive talent. For each named executive officer the Committee grants long-term incentives at levels designed to ensure that total compensation is at the median of competitive market data for each position. The Committee uses these performance-driven components to link executive compensation to long-term company performance and to external market performance of the company’s stock price.

The factors considered in determining the long-term incentive target award levels for each member of this group are:

 

 

 

 

potential impact the individual may make on the company now and in the future;

 

 

 

 

level of experience;

 

 

 

 

internal pay equity; and

 

 

 

 

competitive market data for similar positions.

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This excerpt taken from the PBI DEF 14A filed Mar 27, 2008.

Long-term Incentives

We pay long-term incentives to executives to improve the company’s overall performance by linking the senior executives’ long-term rewards to our long-term results. We also pay long-term incentives in order to be competitive in the markets in which we operate. The company currently utilizes two principal types of long-term incentives:

  • cash incentive units (CIUs); and

  • stock options.

The Committee targets delivery of long-term incentives using a mix of stock options and CIUs for the company’s executive officers, based upon the grant date fair value of the options and the target CIU payout level. The Committee may award shares of restricted stock in unique circumstances where needed for attracting, retaining or motivating executive talent. In general, for each named officer the Committee grants long-term incentives at the median of competitive market data for each position. The Committee uses these performance-driven components to link executive compensation to long-term company performance and to external market performance of the company’s stock price.

Among the factors considered in determining option and CIU award levels for each member of this group are:

  • potential impact the individual may make on the company now and in the future;

  • level of experience;

  • individual performance compared with annually established financial, strategic, unit and individual objectives;

  • internal equity; and

  • competitive market data for similar positions.

This excerpt taken from the PBI DEF 14A filed Apr 3, 2007.

Long-Term Incentives

Long-term incentives are paid to executives to improve the company’s overall performance by linking the senior executives’ long-term rewards to our long-term results. We pay long-term incentives in order to be competitive in the markets in which we operate. The company currently utilizes two principal types of long-term incentives:

  • cash incentive units (CIUs); and
  • stock options.

The Committee targets delivery of long-term incentives using a mix of options and CIUs for the company’s executive officers, based upon the grant date fair value of the options and the target CIU payout level. The Committee may award shares of restricted stock in unique circumstances where needed for attracting, retaining or motivating executive talent. In general, the Committee grants long-term incentives at the median of competitive market data. The Committee uses these performance-driven components to link executive compensation to long-term company performance and to external market performance of the company’s stock price. Actual long-term compensation granted during 2006 was lower than the market median for each of the named executive officers.

Among the factors considered in determining option and CIU award levels for each member of this group are:

  • potential impact the individual may make on the company now and in the future;
  • level of experience;
  • individual performance compared with annually established financial, strategic, unit and individual objectives;
  • internal equity; and
  • competitive market data for similar positions.

Cash Incentive Units. CIUs are long-term incentive awards that are paid in cash with a unit value that is based on the achievement of pre-established financial objectives over a three-year performance period. For the named executive officers, payments are subject to the company first achieving a threshold Income From Continuing Operations objective, consistent with the requirements for deductibility under Section 162(m) of the Code. The maximum long-term incentive payout a named executive officer could receive under the Key Employee Incentive Plan is $8,000,000 and the Committee applies “negative discretion” to reduce awards such that individual payouts are tied to the achievement of pre-determined financial and strategic enterprise, business unit and individual performance objectives.

CIUs are granted annually to executive officers and other members of senior management. As noted in the narrative for the “Summary Compensation Table” and the “Grants of Plan-Based Awards in 2006 Table” on page 45, the pre-established goals used to determine the value of each unit are:

  • adjusted earnings per share; and
  • adjusted free cash flow.

Adjusted earnings per share and adjusted free cash flow are each weighted at 50% in calculating CIU values. The Committee also uses a Total Stockholder Return (“TSR”) modifier in the calculation of the CIU value beginning with the 2005-2007 cycle. The unit value based on financial performance will be modified by up to 25%, upwards or downwards, based on Pitney Bowes’ three-year TSR performance compared to the three-year TSR performance of the S&P 500. The objective of the TSR modifier is to balance the measurement of performance using the internal financial objectives with the measurement of the stockholder value created by meeting these objectives.

For the 2006-2008 CIU cycle, the unit value at target is $1.00. The unit value based on internal financial performance ranges from $0.20 at threshold performance to $1.80 for maximum performance. The unit value based on financial performance will then be modified by up to 25%, upwards or downwards, based on the TSR modifier discussed in the preceding paragraph. The unit value as modified thus ranges from $0.15 at threshold performance to $2.25 at maximum performance. The Committee set the following objectives for the 2006-2008 CIU cycle: adjusted earnings per share and adjusted free cash flow, weighted at 50% each.

At its February 2007 meeting, the Committee also determined the CIU payout for the 2004-2006 cycle. The payout was $1.71 per unit, which represents a performance level that is above target. The target for the 2004-2006 CIU cycles were adjusted three-year earnings per share of $7.22 and adjusted free cash flow of $1.730 billion and actual performance was adjusted three-year earnings per share of $7.37 and adjusted free cash flow of $1.971 billion.

This excerpt taken from the PBI 10-K filed Aug 14, 2006.
Long-Term Incentives

The company currently utilizes two principal types of long-term incentives: CIUs and stock options. The Committee generally targets delivery of long-term incentives using a 50/50 mix of options and CIUs for the company’s executive officers. Periodically the Committee may also utilize shares of restricted stock for specific strategic purposes. In general, the Committee aligns long-term incentives with reference to the competitive market median data. The Committee uses these performance-driven components to link executive compensation to longer term internal company performance and to external market performance of the company’s stock price. Actual compensation may be above or below the median based on actual performance, with better performers able to achieve upper quartile compensation. Among the factors considered in determining option and CIU award levels for each member of this group are potential impact the individual may make on the company now and in the future, level of experience, individual performance compared with annually established financial, strategic, unit and individual objectives, internal equity, and the competitive market data for similar positions.

Cash Incentive Units

This excerpt taken from the PBI DEF 14A filed Mar 23, 2006.

Long-Term Incentives

The company currently utilizes two principal types of long-term incentives: CIUs and stock options. The Committee generally targets delivery of long-term incentives using a 50/50 mix of options and CIUs for the company’s executive officers. Periodically the Committee may also utilize shares of restricted stock for specific strategic purposes. In general, the Committee aligns long-term incentives with reference to the competitive market median data. The Committee uses these performance-driven components to link executive compensation to longer term internal company performance and to external market performance of the company’s stock price. Actual compensation may be above or below the median based or actual performance, with better performers able to achieve upper quartile compensation. Among the factors considered in determining option and CIU award levels for each member of this group are potential impact the individual may make on the company now and in the future, level of experience, individual performance compared with annually established financial, strategic, unit and individual objectives, internal equity, and the competitive market data for similar positions.

Cash Incentive Units

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