SIRF » Topics » Overview of SiRFs Compensation Philosophy and Objectives

These excerpts taken from the SIRF 10-K filed Apr 24, 2009.

Overview of SiRF’s Compensation Philosophy and Objectives

SiRF believes that compensation of its executive officers should encourage creation of stockholder value and achievement of strategic corporate objectives, and SiRF’s Compensation Committee seeks to align the interests of SiRF stockholders and management by integrating compensation with SiRF’s annual and long-term corporate and financial objectives. In order to be competitive with compensation offered by technology companies and to motivate and retain existing staff and attract additional qualified personnel, SiRF intends to offer a total compensation package competitive with companies in the semiconductor industry, taking into account relative company size, performance and geographic location as well as the executive’s individual responsibilities and performance.

SiRF believes that the compensation of its executives should reflect their success as a management team, rather than individuals, in attaining key operating objectives, such as growth of revenue and operating income. SiRF believes that the performance of its executives in managing SiRF, considered in light of general economic conditions and competitive conditions, should be the basis for determining their overall compensation. SiRF also believes that their compensation should not be based on the short-term performance of SiRF stock, whether favorable or unfavorable, as SiRF expects the price of its stock will, in the long-term, reflect its operating performance, and ultimately, the management of SiRF by its executives. SiRF seeks to have the long-term performance of its stock reflected in executive compensation through its stock option and other equity incentive programs.

Overview of SiRF’s Compensation Philosophy and Objectives

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">SiRF believes that compensation of its executive officers should encourage creation of stockholder value and achievement of strategic corporate
objectives, and SiRF’s Compensation Committee seeks to align the interests of SiRF stockholders and management by integrating compensation with SiRF’s annual and long-term corporate and financial objectives. In order to be competitive with
compensation offered by technology companies and to motivate and retain existing staff and attract additional qualified personnel, SiRF intends to offer a total compensation package competitive with companies in the semiconductor industry, taking
into account relative company size, performance and geographic location as well as the executive’s individual responsibilities and performance.

FACE="Times New Roman" SIZE="2">SiRF believes that the compensation of its executives should reflect their success as a management team, rather than individuals, in attaining key operating objectives, such as growth of revenue and operating income.
SiRF believes that the performance of its executives in managing SiRF, considered in light of general economic conditions and competitive conditions, should be the basis for determining their overall compensation. SiRF also believes that their
compensation should not be based on the short-term performance of SiRF stock, whether favorable or unfavorable, as SiRF expects the price of its stock will, in the long-term, reflect its operating performance, and ultimately, the management of SiRF
by its executives. SiRF seeks to have the long-term performance of its stock reflected in executive compensation through its stock option and other equity incentive programs.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">Role of the Compensation Committee

SIZE="2">The Compensation Committee’s responsibilities include overseeing SiRF’s executive compensation package. At the beginning of each year, the Compensation Committee meets to discuss the performance of SiRF’s executives during
the prior year and set the compensation for SiRF’s Chief Executive Officer and other executive officers for the coming year. In doing so, the Compensation Committee evaluates SiRF’s overall executive compensation package and business
conditions to determine if its packages are appropriately structured to achieve its intended purpose of creating stockholder value and achieving of strategic corporate objectives, and to make any changes to the compensation packages as deemed
necessary.

In determining the compensation packages for SiRF’s executives, the Compensation Committee takes into consideration the
Chief Executive Officer’s recommendations, the executive’s evaluations and the executive’s performance during the prior year relative to his performance objectives. The Compensation Committee also reviews data from different sources
to evaluate the competitiveness of SiRF’s compensation package. The Compensation Committee looks at compensation paid to executives at similarly-sized semiconductor companies; however, it does not specifically benchmark specified companies.
Based on this review, the Compensation Committee believes SiRF continues to be mid-market competitive.

EXCERPTS ON THIS PAGE:

10-K (2 sections)
Apr 24, 2009
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