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This excerpt taken from the WDC DEF 14A filed Sep 28, 2009. Employment
Agreement with Mr. Coyne
On October 31, 2006, we entered into an employment
agreement with Mr. Coyne that provided for his promotion to
President and Chief Executive Officer effective January 2,
2007. In accordance with the agreement, on January 2, 2007,
Mr. Coyne’s annual base salary increased to $800,000,
his target bonus award under our semi-annual Incentive
Compensation Plan, or ICP, increased to 100% of his semi-annual
base salary and he became entitled to participate in our other
benefit plans on terms consistent with those generally
applicable to our other senior executives. On September 12,
2007, the Compensation Committee approved an increase in his
target bonus under the ICP to 125% of his semi-annual base
salary. On September 11, 2008, the Compensation Committee
approved an increase in Mr. Coyne’s base salary to
$900,000, and an increase in Mr. Coyne’s target bonus
under the ICP to 150% of his semi-annual base salary. In
connection with the cost restructuring plan the company approved
in December 2008, the Compensation Committee approved a
voluntary reduction in Mr. Coyne’s base salary to
$600,000.
Under the agreement, Mr. Coyne also received two long-term
performance cash awards, each of which provide for a cash bonus
opportunity with a target amount of $1,000,000. One cash award
covered the performance period July 1, 2006 through
June 29, 2007 and was subject to our achievement of
specified adjusted operating income and revenue goals that
correspond to specific payment percentages ranging between
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0% and 200%. Mr. Coyne received a payment in respect of
this award in the amount of $1,686,000, which was reported in
the Summary Compensation Table in our proxy statement for fiscal
2007. The second cash award covered the performance period
July 1, 2006 through June 27, 2008 and was also
subject to our achievement of specified adjusted operating
income and revenue goals that correspond to specific payment
percentages ranging between 0% and 200%. Mr. Coyne received
a payment in respect of this award in the amount of $2,000,000,
which is reported in the Summary Compensation Table in our proxy
statement for fiscal 2008.
In addition, the agreement provides that each year during
Mr. Coyne’s employment with us as President and Chief
Executive Officer commencing in fiscal 2008, Mr. Coyne will
receive a long-term performance cash award providing for a cash
opportunity with a target amount of at least $2,000,000. These
subsequent long-term performance cash awards will be based on a
24-month
performance period and will be subject to the achievement of
performance objectives to be established by our Compensation
Committee. See “Non-Equity Incentive Plan Compensation and
Awards” below for a further description of the long-term
performance cash award granted to Mr. Coyne during fiscal
2009.
On January 31, 2007, in accordance with his agreement,
Mr. Coyne also received an award of 1,100,000 restricted
stock units. Subject to Mr. Coyne’s continued
employment with us, these units will vest and become payable in
an equivalent number of shares of our common stock as follows:
110,000 units on January 1, 2008, 110,000 units
on January 1, 2009, 330,000 units on January 1,
2010, 110,000 units on January 1, 2011 and
440,000 units on January 1, 2012. Also on
January 31, 2007, Mr. Coyne received a stock option to
purchase 120,000 shares of our common stock. The exercise
price per share of the option equals the closing market price of
our common stock on the January 31, 2007 grant date of the
option. In addition, the agreement provides that in each of our
four fiscal years commencing with fiscal 2008, Mr. Coyne
will receive a stock option to purchase additional shares of our
common stock. The number of shares subject to these stock
options will be determined in the good faith discretion of our
Compensation Committee based on Mr. Coyne’s individual
performance, our performance and market benchmark comparisons of
our composite market data for chief executive officers.
Our employment agreement with Mr. Coyne expires
January 1, 2012, subject to certain termination provisions.
For a description of these termination provisions and additional
information regarding the severance benefits to which
Mr. Coyne is entitled under his employment agreement with
us, see “Potential Payments upon Termination or Change in
Control” below.
This excerpt taken from the WDC DEF 14A filed Sep 23, 2008. Employment
Agreement with Mr. Coyne
On October 31, 2006, we entered into an employment
agreement with Mr. Coyne that provided for his promotion to
President and Chief Executive Officer effective January 2,
2007. In accordance with the agreement, on January 2, 2007,
Mr. Coyne’s annual base salary increased to $800,000,
his target bonus award under our semi-annual Incentive
Compensation Plan, or ICP, increased to 100% of his semi-annual
base salary and he became entitled to participate in our other
benefit plans on terms consistent with those generally
applicable to our other senior executives. On September 12,
2007, the Compensation Committee approved an increase in his
target bonus under the ICP to 125% of his semi-annual base
salary.
Under the agreement, Mr. Coyne also received two long-term
performance cash awards, each of which provide for a cash bonus
opportunity with a target amount of $1,000,000. One cash award
covered the performance period July 1, 2006 through
June 29, 2007 and was subject to our achievement of
specified operating income and revenue goals that correspond to
specific payment percentages ranging between 0% and 200%.
Mr. Coyne received a payment in respect of this award in
the amount of $1,686,000, which was reported in the Summary
Compensation Table in our proxy statement for fiscal 2007. The
second cash award covered the performance period July 1,
2006 through June 27, 2008 and was also subject to our
achievement of specified operating income and revenue goals that
correspond to specific payment percentages ranging between 0%
and 200%. Mr. Coyne received a payment in respect of this
award in the amount of $2,000,000, which is reported in the
Non-Equity Incentive Plan Compensation column of the
“Fiscal 2007 and 2008 Summary Compensation Table”
above.
In addition, each year during Mr. Coyne’s employment
with us as President and Chief Executive Officer commencing in
fiscal 2008, Mr. Coyne will receive a long-term performance
cash award providing for a cash opportunity with a target amount
of at least $2,000,000. These subsequent long-term performance
cash awards will be based on a
24-month
performance period and will be subject to the achievement of
performance objectives to be established by our Compensation
Committee. See “Non-Equity Incentive Plan Compensation and
Awards” below for a further description of the long-term
performance cash award granted to Mr. Coyne during fiscal
2008.
On January 31, 2007, in accordance with his agreement,
Mr. Coyne also received an award of 1,100,000 restricted
stock units. Subject to Mr. Coyne’s continued
employment with us, these units will vest and become
payable in an equivalent number of shares of our common stock as
follows: 110,000 units on January 1, 2008,
110,000 units on January 1, 2009, 330,000 units
on January 1, 2010, 110,000 units on January 1,
2011 and 440,000 units on January 1, 2012. Also on
January 31, 2007, Mr. Coyne received a stock option to
purchase 120,000 shares of our common stock. The exercise
price per share of the option equals the closing market price of
our common stock on the January 31, 2007 grant date of the
option. In addition, in each of our four fiscal years commencing
with fiscal 2008, Mr. Coyne will receive a stock option to
purchase additional shares of our common stock. The number of
shares subject to these stock options will be determined in the
good faith discretion of our Compensation Committee based on
Mr. Coyne’s individual performance, our performance
and market benchmark comparisons of our composite market data
for chief executive officers.
Our employment agreement with Mr. Coyne expires
January 1, 2012, subject to certain termination provisions.
For a description of these termination provisions and additional
information regarding the severance benefits to which
Mr. Coyne is entitled under his employment agreement with
us, see “Potential Payments upon Termination or Change in
Control” below.
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