AbbVie 2012 Annual Report Download - page 141

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Financial Planning
Named executive officers are eligible for up to $10,000 of annual costs associated with estate
planning advice, tax preparation and general financial planning fees. If an officer chooses to utilize this
benefit, fees for services received up to the annual allocation are paid by the Company and are treated
as imputed income to the officer, who then is responsible for payment of all taxes due on the fees paid
by the Company.
Company Automobile
Named executive officers are eligible for use of a company-leased vehicle, with a lease term of
50 months. Seventy-five percent of the cost of the vehicle is imputed to the officer as income for
federal income tax purposes.
Disability Benefit
In addition to AbbVie’s standard disability benefits, the named executive officers are eligible for a
monthly long-term disability benefit, which is described in greater detail in the section of the proxy
statement captioned ‘‘Potential Payments Upon Termination or Change in Control.’’
Share Ownership Guidelines
AbbVie’s share ownership guidelines for named executive officers are designed to further promote
sustained stockholder return and to ensure the Company’s executives remain focused on both short-
and long-term objectives. Each officer has five years from the date appointed/elected to his or her
position to achieve the ownership level associated with the position. The share ownership requirements
are 175,000 shares for the Chief Executive Officer, 50,000 shares for Executive Vice Presidents and
Senior Vice Presidents and 25,000 shares for all other officers.
As provided in the Incentive Stock Program, no award may be assigned, alienated, sold or
transferred other than by will or by the laws of descent and distribution, pursuant to a qualified
domestic relations order or as permitted by the Committee for estate planning purposes, and no award
and no right under any award may be pledged, alienated, attached or otherwise encumbered. All
members of senior management, including the Company’s officers and certain other employees, are
required to clear any transaction involving Company stock with the General Counsel prior to entering
into such transaction.
Compliance
The Performance Incentive Plan and Incentive Stock Program, which are described above, are
intended to comply with Internal Revenue Code Section 162(m) to ensure deductibility of performance-
based compensation.
The Committee reserves the flexibility to take actions that may be based on considerations in
addition to tax deductibility. The Committee believes that stockholder interests are best served by not
restricting the Committee’s discretion and flexibility in crafting compensation programs, even if such
programs may result in certain non-deductible compensation expenses. Accordingly, the Committee may
from time to time approve components of compensation for certain officers that are not deductible.
While the Committee does not anticipate there would ever be circumstances where a restatement
of earnings upon which any incentive plan award decisions were based would occur, the Committee, in
evaluating such circumstances, has discretion to take all actions necessary to protect the interests of
stockholders up to and including actions to recover such incentive awards.
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