Kodak 2007 Annual Report Download - page 192

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• Restricted Stock Awards: Subject to the Compensation Committee’s approval, restrictions will lapse and executives will retain
shares upon termination for death, disability or an approved reason.
Named Executive Officers will also be eligible to receive a pro rata amount of any EXCEL bonus award if their employment is terminated
due to death, disability, retirement or approved reason.
Individual Severance Arrangements
Antonio M. Perez
Under the terms of his letter agreement dated March 3, 2003, Mr. Perez will be eligible to receive certain severance benefits in the event
his employment is terminated under various circumstances as described below. The amount and nature of the severance benefits he will
be eligible to receive varies depending on the circumstances surrounding his termination. As a condition to receiving severance benefits,
Mr. Perez must execute a general release and covenant not to sue in favor of the Company. He is not required to seek other employment
to mitigate the amount of any severance payments payable to him. Mr. Perez will be subject to a two-year non-compete agreement after
termination of his employment. To the extent he breaches this non-compete agreement, he will forfeit the right to receive certain severance
benefits otherwise payable in connection with termination without cause and for good reason. He will also be obligated to repay the
Company for any severance benefits received.
Termination by the Company without Cause or by Mr. Perez for Good Reason. If Mr. Perez is terminated by the Company without
cause or if Mr. Perez terminates his employment with the Company for good reason, he is eligible to receive (less applicable withholding):
• An amount equal to two times the sum of his current base salary and target EXCEL bonus award, payable over 24 months;
• A pro rata target bonus award under the EXCEL plan payable in a single installment on the normal payment date when awards are
paid to other executives;
• Any earned, but unpaid, EXCEL award for the prior performance year;
• Waiver of the forfeiture provisions of any restricted stock award (other than unvested restricted shares granted at the time of his
employment) outstanding;
• Waiver of the forfeiture provisions for a pro rata portion of any restricted shares granted at the time of his employment;
• The continued vesting of unvested stock option awards and all vested stock options will remain exercisable for the remainder of their
term;
• Continuation of existing coverage under Kodak’s health and dental plans for four months at the Company’s expense;
• Outplacement services;
• Services under Kodak’s financial counseling program for the two-year period immediately following his termination of employment;
and
• His additional retirement benefit provided under his individual arrangement based on eight years of deemed service plus the
supplemental retirement benefit provided under his individual arrangement as set forth in the Regular Severance Payments Table on
page 72 of this Proxy Statement.
Termination by the Company for Cause. If Mr. Perez’s employment is terminated by the Company for cause, he is eligible to receive
(less applicable withholding):
• Any earned, but unpaid, EXCEL award for the prior performance year;
• His additional retirement benefit provided under his individual arrangement as based on eight years of deemed service; and
• 60 days to exercise any vested stock options, unless the option is forfeited by its terms as a result of his termination for cause.
Termination by Mr. Perez without Good Reason. If Mr. Perez terminates his employment without good reason, he is eligible to receive
(less applicable withholding):
• Any earned, but unpaid, EXCEL award for the prior performance year;
• His additional retirement benefit provided under his individual arrangement based on eight years of deemed service; and
• Any vested stock options granted at the time he commenced employment will remain exercisable for the remainder of their term and
all other vested stock options will remain exercisable for 60 days.