AMTD » Topics » Non-qualified Deferred Compensation

This excerpt taken from the AMTD DEF 14A filed Jan 8, 2010.
Non-qualified Deferred Compensation
 
The table below provides information on Mr. Moglia’s non-qualified deferred compensation in fiscal year 2009. The other named executive officers did not have non-qualified deferred compensation in fiscal year 2009.
 
                 
    Aggregate
  Aggregate
    Earnings
  Balance at
    in Last FY
  Last FYE
Name
  ($)   ($)
 
Joseph H. Moglia(1)
    309,016       17,991,187  
 
 
(1) Under Mr. Moglia’s initial employment agreement entered into in March 2001, the Company credited Mr. Moglia with $15.6 million of deferred compensation. The deferred compensation vested ratably over a two-year period ended in March 2003. This deferred compensation was previously reported in the summary compensation table in the amounts of $4.5 million, $7.8 million and $3.3 million for fiscal years 2001, 2002 and 2003, respectively. During fiscal year 2009, Mr. Moglia’s deferred compensation was deemed to be invested in investment options based on 1-month, 3-month and 1-year London Interbank Offered Rates. The earnings reported for fiscal year 2009 are not above-market or preferential and therefore are not reported in the Summary Compensation Table. Mr. Moglia has elected to receive a single lump sum distribution of his deferred compensation, payable as soon as practicable following his termination of employment.


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Table of Contents

Non-qualified Deferred Compensation
 
The table below provides information on the non-qualified deferred compensation of our named executive officers in fiscal year 2008.
 
                 
    Aggregate
    Aggregate
 
    Earnings
    Balance at
 
    in Last FY
    Last FYE
 
Name
  ($)     ($)  
 
Joseph H. Moglia(1)
    703,371       17,682,171  
William J. Gerber
           
J. Joe Ricketts
           
Fredric J. Tomczyk
           
David M. Kelley
           
T. Christian Armstrong
           
Bryce B. Engel
           
 
 
(1) Under Mr. Moglia’s initial employment agreement entered into in March 2001, the Company credited Mr. Moglia with $15.6 million of deferred compensation. The deferred compensation vested ratably over a two-year period ended in March 2003. This deferred compensation was previously reported in the summary compensation table in the amounts of $4.5 million, $7.8 million and $3.3 million for fiscal years 2001, 2002 and 2003, respectively. During fiscal 2008, Mr. Moglia’s deferred compensation was deemed to be invested in investment options based on 1-month, 3-month and 1-year London Interbank Offered Rates. The earnings reported for fiscal 2008 are not above-market or preferential and therefore are not reported in the Summary Compensation Table. Mr. Moglia has elected to receive a single lump sum distribution of his deferred compensation, payable as soon as practicable following his termination of employment.


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Non-qualified Deferred Compensation
 
The table below provides information on the non-qualified deferred compensation of our named executive officers in fiscal year 2007.
 
                         
    Aggregate
             
    Earnings/
    Aggregate
    Aggregate
 
    (Losses) in
    Withdrawals/
    Balance at
 
    Last FY
    Distributions
    Last FYE
 
Name
  ($)     ($)     ($)  
 
Joseph H. Moglia(1)
    892,080             16,978,800  
William J. Gerber
                 
J. Joe Ricketts
                 
T. Christian Armstrong
                 
Bryce B. Engel
                 
John R. MacDonald(2)
    (132,998 )     932,660       300,940  
 
 
(1) Under Mr. Moglia’s initial employment agreement entered into in March 2001, the Company credited Mr. Moglia with $15.6 million of deferred compensation. The deferred compensation vested ratably over a two-year period ended in March 2003. This deferred compensation was previously reported in the summary compensation table in the amounts of $4.5 million, $7.8 million and $3.3 million for fiscal years 2001, 2002 and 2003, respectively. During fiscal 2007, Mr. Moglia’s deferred compensation was deemed to be invested in 10 AAA auction rate preferred securities until May 14, 2007. On May 14, 2007, the compensation committee approved the replacement of the 10 AAA auction rate preferred securities investment option with investment options based on 1-month, 3-month and 1-year London Interbank Offered Rates. The earnings reported for fiscal 2007 are not above-market or preferential and therefore are not reported in the Summary Compensation Table. Mr. Moglia has elected to receive a single lump sum distribution of his deferred compensation, payable as soon as practicable following his termination of employment.
 
(2) Mr. MacDonald participated in the Company’s Executive Deferred Compensation Program, or EDCP. The EDCP provides executive officers and other eligible highly-compensated employees with the opportunity to enter into agreements to defer up to 100% of performance-based incentive compensation otherwise owed to the participant to a future date selected by the participant. The deferred amounts are awarded under the LTIP in the form of performance stock units which are settled in shares of Company common stock at the date selected by the participant. The deferred compensation account of any participant is credited with a number of performance stock units based on the 3-month average closing price of shares of Company common stock immediately prior to the date of deferral. The aggregate losses during fiscal 2007 resulted from changes in the market value of the underlying Company common stock. These losses are not above-market or preferential and therefore are not reported in the Summary Compensation Table. Mr. MacDonald received a distribution of 55,982 shares on


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January 3, 2007, with a value of $932,660 based on the $16.66 closing market price of the common stock on that date. As of September 30, 2007, Mr. MacDonald had 16,517 performance stock units remaining in his deferred compensation account. The compensation related to the performance stock units outstanding at September 30, 2007 was previously reported in the summary compensation table for fiscal 2003 in the amount of $160,125.
 
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