Delta Airlines 2009 Annual Report Download - page 149
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(C) Impact of Certain Events. A company shall be automatically ranked as number six (6) in the event that any of the following occur during or with
respect to the Performance Period: (i) such company ceases to maintain or does not timely prepare publicly available statements of operations prepared
in accordance with GAAP; (ii) such company is not the surviving entity in any merger, consolidation, or other non-bankruptcy reorganization (or
survives only as a subsidiary of an entity other than a previously wholly owned subsidiary of such company); (iii) such company sells, leases, or
exchanges all or substantially all of its assets to any other person or entity (other than a previously wholly owned subsidiary of such company);
(iv) such company is dissolved and liquidated; or (v) more than 20% of such company's revenues (determined on a consolidated basis based on the
regularly prepared and publicly available statements of operations of such company prepared in accordance with GAAP) for any fiscal year of such
company are attributable to the operation of businesses other than such company's airline business and such company does not provide publicly
available statements of operations with respect to its airline business that are separate from the statements of operations provided with respect to its
other businesses.
(D) Transactions Between Airlines. To the extent reasonably practicable, in the event of a merger, consolidation or similar transaction during the
Performance Period between Delta and any other airline, including a member of the Airline Peer Group, or between any member of the Airline Peer
Group and any other airline, including another member of the Airline Peer Group (an "Airline Merger"), Cumulative Revenue Growth for the
surviving company will be calculated on a combined basis as if the Airline Merger had occurred on January 1, 2009 and Average Annual Pre-Tax
Income Margin for such company will be calculated on a combined basis as if the Airline Merger had occurred on January 1, 2010.
(E) Vesting/Ranking. The payment, if any, a Participant will receive in connection with the vesting of the Performance Award will be based on the
following:
Cumulative Average Annual
Rank Revenue Rank Pre-Tax Income
vs. Growth + vs. Margin
Airline % of Target Airline % of Target
Peer Group Earned x Weight Peer Group Earned x Weight
1 200% x 50% 1 200% x 50%
2 150% x 50% 2 150% x 50%
3 100% x 50% 3 100% x 50%
4 75% x 50% 4 75% x 50%
5 25% x 50% 5 25% x 50%
6 0% 6 0%
Any portion of a Performance Award that does not vest at the end of the Performance Period will immediately lapse and become void.
6