Kodak 2000 Annual Report Download - page 97

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Employment Contracts and Arrangements
George M. C. Fisher - The Company employed Mr. Fisher under an employment contract that terminated on
December 31, 2000. In addition to information found elsewhere in this Proxy Statement, the contract, as
amended, provided credit for years of service under the Company’s benefit plans, including 22 years of
deemed service and five additional years of age for the retirement plan. The pension benefit paid to Mr.
Fisher was reduced by the pension paid to him by his prior employer.
The contract also provided Mr. Fisher the following benefits after his retirement from the Company:
• use of office facilities and secretarial assistance;
• use of the Company’s aircraft for certain business travel;
• limited use for personal purposes of the Company’s aircraft during the two-year period immediately
following his retirement;
• life insurance coverage of $3 million;
• retiree coverage under the Company’s health and dental plans.
Following his retirement, Mr. Fisher retained both his stock option and restricted stock awards.
Daniel A. Carp - Effective December 10, 1999, the Company entered into a letter agreement with Mr. Carp
providing for his employment as President and Chief Executive Officer. The letter agreement provides for a
base salary of $1,000,000, subject to annual adjustment, and a target annual bonus of 105% of his base salary.
Mr. Carp’s compensation will be reviewed annually by the Executive Compensation and Development
Committee. In light of Mr. Carp’s promotion to Chairman in December 2000, the Executive Compensation
and Development Committee approved an increase to Mr. Carp’s target annual bonus to 145% of his base
salary.
If the Company terminates Mr. Carp’s employment without cause, Mr. Carp will be permitted to retain his
stock options and restricted stock. He will also receive severance pay equal to three times his base salary plus
target annual bonus and prorated awards under the Company’s bonus plans. The letter agreement also provides
that for pension purposes, Mr. Carp will be treated as if he were age 55, if he is less than age 55 at the time of
his termination, or age 60, if he is age 55 or older but less than age 60, at the time of his termination of
employment.
In the event of Mr. Carp’s disability, he will receive the same severance pay as he would receive upon
termination without cause; except it will be reduced by the present value of any Company-provided disability
benefits he receives. The letter agreement also states that upon Mr. Carp’s disability, he will be permitted to
retain all of his stock options.
Eric L. Steenburgh - In April 1998, the Company hired Mr. Steenburgh under an offer letter dated March 12,
1998. If, during the first five years of Mr. Steenburgh’s employment, the Company terminates his employment
without cause, or if Mr. Steenburgh voluntarily terminates employment for good reason, he will receive
severance pay equal to one times his base salary plus target annual bonus. After he has been employed for
five years, Mr. Steenburgh will be credited with 20 extra years of service for pension purposes.
Robert H. Brust - The Company employed Mr. Brust under an offer letter dated December 20, 1999. In
addition to the information provided elsewhere in this Proxy Statement, the offer letter provides Mr. Brust a
special severance benefit. If during the first five years of Mr. Brust’s employment, the Company terminates
his employment without cause, he will receive severance pay equal to one times his base salary plus target
annual bonus. After completing five years of service with the Company, Mr. Brust will be allowed to keep his
stock options upon his termination of employment for other than cause.