This excerpt taken from the ROST DEF 14A filed Apr 14, 2005.
Chief Executive Officers 2004 Compensation
A majority of the total potential compensation for Michael Balmuth, the Companys Chief Executive Officer, is in the form of an annual incentive bonus and stock plan awards that may vary in value according to the Companys achievement of its strategic objectives.
Salary. Mr. Balmuths base salary is established by the terms of his employment agreement entered into with the Company effective May 31, 2001, and most recently amended effective March 17, 2005. This employment agreement, as amended, extends through January 29, 2009, unless earlier extended, renegotiated or terminated by the parties. As of January 30, 2003, the agreement provided for an annual base salary of not less than $915,035. In March 2005, his employment agreement was amended, and his base salary was increased to $986,044. Mr. Balmuths 2004 annual base salary of $986,044 represented an increase of 4.3% over his 2003 base salary of $945,035. (See Employment Contracts, Termination of Employment and Change In Control Arrangements for further discussion of Mr. Balmuths employment agreement.)
Bonus. The annual incentive bonus portion of Mr. Balmuths compensation was based on the Companys achievement of targeted pre-tax earnings, as established by the Committee. During fiscal 2004, the Companys results were below the targeted pre-tax earnings goal and also below the minimum threshold at which a bonus would be paid under the Plan. As a result, Mr. Balmuth did not receive a bonus for 2004.