GNC 2011 Annual Report Download - page 134

Table of Contents
compensation is documented in an annual plan, which is adopted by the Compensation Committee prior to or during the beginning of the
applicable year.
Stock options. Stock options, which are discussed in more detail under "— Stock Awards", are granted to recognize and incentivize
performance. Stock options provide a non-cash compensation component to drive performance, but with a long-term horizon, since value to the
Named Executive Officer is dependent on continued employment and appreciation in our overall value.
Benefits and perquisites. Our Named Executive Officers participate in employee benefits programs generally available to all employees, as well
as any benefits programs generally made available to our executive officers. In addition, the Named Executive Officers receive certain
perquisites, which are primarily based on level of position. Such perquisites may include insurance and parking, or additional cash compensation
to meet specific goals, such as car allowance and professional assistance. We believe such perquisites are a necessary component for a
competitive compensation package. In addition, we maintain a non-qualified deferred compensation plan in which certain of our Named
Executive Officers are eligible to participate.
Severance compensation. In accordance with their respective employment agreements, our Named Executive Officers are entitled to severance
compensation, including:
a payment based on the Named Executive Officer's base salary upon termination because of death or disability, termination by us without
cause, or termination by the Named Executive Officer for good reason;
a prorated payment of annual incentive compensation for the year in which employment is terminated if a bonus would have been payable
had the Named Executive Officer been employed at the end of the year; and
reimbursement of the cost of continuation coverage under COBRA to the extent it exceeds the amount the Named Executive Officer was
paying for health insurance premiums while employed for a period following the termination of such Named Executive Officer's
employment.
Discretionary bonuses. The Compensation Committee has previously awarded, and may in the future award, discretionary bonuses based on
the achievement of objectives that may be in addition to the stated responsibilities of our Named Executive Officers or to recognize and reward
particular accomplishments or contributions. The amount paid is generally commensurate with the achievement or contribution being recognized.
See "— Employment Agreements with our Named Executive Officers" and "— Potential Termination or Change-in-Control Payments" for a discussion
of the severance payments and benefits our Named Executive Officers may be entitled to receive upon a termination of employment.
We believe that a competitive executive compensation program is needed in order both to attract and retain qualified executive officers.
Stock Awards
All of our employees, and the employees of our direct and indirect subsidiaries and other affiliates, including our Named Executive Officers, are
eligible for awards of stock options, restricted stock and/or other stock-based awards under the 2007 Stock Plan, which are intended to recognize and
incentivize performance. We believe that through a broad-based plan the economic interests of
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