Compensation Program for Officers and Certain Key Management Personnel with attachments

20-297D 20-297D . . . Compensation Program for Officers and Certain Key Management Personnel which is administered by Chief Executive Officer with approval of Compensation Committee. Participants receive variable compensation tied directly to achievement of key corporate-wide objectives. Participants fall within either Band A, Band B, or Band C depending on nature of their positions and their impact on corporation. Opportunities for variable compensation awards vary depending upon which "Band" participant falls into. Awards can range from 12.5% to 75% of base salaries. Plan provides that awards will not be paid unless earnings, after subtracting variable compensation, are greater than dividends paid in year for which variable compensation is to be awarded. Awards are paid in cash, stock grants and restricted stock (no transferability during first five years after grant and forfeiture of stock upon termination of employment, except for retirement, death or disability, during first years after grant) (more...)