This excerpt taken from the SURG DEF 14A filed Nov 24, 2009.
Narrative to Summary Compensation Table
During the fiscal year 2008, the terms of employment for Messrs. Gampp and Malis were governed by each of their employment agreements with the Company entered into in 2005. Pursuant to the terms of their agreements, Mr. Gampps initial base salary was $346,000 and Dr. Malis initial base salary was $230,000; provided that after the first year of employment, each of their base salaries was determined by the Compensation Committee, subject to Board approval, and in no event could be lower than their respective initial base salaries. In addition, each of them received such other benefits that the Company provides to its executive officers, including healthcare, life insurance, disability and 30 days of paid vacation. Each of Messrs. Gampp and Malis were eligible to receive an annual bonus as determined in the sole discretion of the Compensation Committee. Messrs. Gampps and Malis employment agreements expired on September 21, 2008 according to their terms. The negative covenant provisions in these agreements survive.
Mr. Hable has entered into a change of control agreement and Ms. Boone has entered an employment agreement, the terms of which are more fully discussed in the section EMPLOYMENT AGREEMENTS AND SEVERANCE AGREEMENTS below.
Messrs. Cardinale, Dick and Guarch and Mrs. Hinshaw received compensation in the fiscal years 2009, 2008 and 2007 which represented director compensation paid pursuant to the directors compensation program for their attendance at meetings and for their time spent as the Companys principal executive officer of the Company, generally on a weekly rotating basis, from July 31, 2008 through January 28, 2009. See Director Compensation above for more information regarding compensation of directors.