GNC 2011 Annual Report Download - page 150

Table of Contents
Mr. Dowd is the only Named Executive Officer who participates in the plan. The following table identifies his contributions, our contributions, the
aggregate earnings and withdrawals in 2010, and the aggregate balances at the end of 2010.
Name
Executive
Contributions
in Last Fiscal
Year
($)(1)
Registrant
Contributions
in Last Fiscal
Year
($)
Aggregate
Earnings in
Last Fiscal
Year
($)
Aggregate
Withdrawals/
Distributions
($)
Aggregate
Balance at
Last Fiscal
Year-End
($)(2)
Thomas Dowd 35,118 — 15,572 — 139,936
The amounts reported in this column reflect deferrals under the GNC Live Well Later Non-qualified Deferred
Compensation Plan of base salary earned by and paid to Mr. Dowd in the year ended December 31, 2010 and reported
as salary in the Summary Compensation Table (column c).
The amounts reported in this column include previously earned, but deferred, salary and bonus that were reported in
our Summary Compensation Table in previous years as follows: (i) $23,504 in 2009 and (ii) $10,372 in 2008.
(1)
(2)
Employment Agreements with our Named Executive Officers
Chief Executive Officer
On March 16, 2007, we entered into an employment agreement with Mr. Fortunato that provides for a five-year term with automatic annual one-year
renewals thereafter unless we or Mr. Fortunato provide at least one-year's advance notice of termination, and an annual base salary of not less than $800,000,
subject to certain upward adjustments. Effective January 1, 2009, Mr. Fortunato's employment agreement was amended to comply with Code Section 409A.
Effective January 1, 2011, the Compensation Committee granted Mr. Fortunato a merit-based increase in his annual base salary to $912,580. The employment
agreement provides for an annual performance bonus with a target bonus of 75% and a maximum bonus of 125% of Mr. Fortunato's annual base salary based
upon our attainment of annual goals established by the Parent Board or the Compensation Committee. The employment agreement also provides that the
Parent Board or the Compensation Committee may, in its sole discretion, determine to pay Mr. Fortunato a discretionary bonus at any time, and that
Mr. Fortunato will receive certain fringe benefits and perquisites similar to those provided to our other executive officers. The employment agreement
provides that upon a change in control all of Mr. Fortunato's stock options will fully vest and become immediately exercisable and all restrictions with respect
to restricted stock, if any, granted to Mr. Fortunato will lapse.
Upon Mr. Fortunato's termination for death or total disability we will be required to pay to him (or his guardian or personal representative):
a lump sum equal to his base salary plus the annualized value of his perquisites; and
a prorated share of the annual bonus he would have received had he worked the full year, provided bonus targets are met for such year.
We will also pay the monthly cost of COBRA coverage for Mr. Fortunato to the same extent we paid for such coverage prior to the termination date for the
period permitted by COBRA or, in the case of disability, until Mr. Fortunato obtains other employment offering substantially similar or improved group
health benefits. In addition, Mr. Fortunato's outstanding stock options will vest and restrictions on restricted stock awards will lapse as of the date of
termination, in each case,
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