Kodak 2007 Annual Report Download - page 198

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Severance Benefits Based on Termination by Mr. Perez with Good Reason Table(1)(2)
The table below estimates the incremental amounts payable upon a termination of employment by Mr. Perez with good reason, as if the
Named Executive Officer’s employment was terminated as of December 31, 2007, using the closing price of our common stock as of
December 31, 2007, which was $21.87.
A.M.
Perez
F.S.
Sklarsky
P.J.
Faraci
J.T.
Langley
M.J.
Hellyar
Cash Severance (3) $5,610,000 N/A N/A N/A N/A
Intrinsic Value of Stock Options (4) 0 N/A N/A N/A N/A
Restricted Stock (5) 3,520,786 N/A N/A N/A N/A
Leadership Stock (6) 1,606,887 N/A N/A N/A N/A
Benefits/Perquisites (7) 26,101 N/A N/A N/A N/A
Pension (8) 702,626 N/A N/A N/A N/A
Total $11,466,400 N/A N/A N/A N/A
(1) This table only includes Mr. Perez because no other Named Executive Officer will receive severance benefits upon voluntary
termination with Good Reason.
(2) The values in this table: 1) reflect incremental payments associated with a voluntary termination with good reason; 2) assume a stock
price of $21.87 equal to the closing market price of our common stock on December 31, 2007 (except where otherwise noted); and 3)
include all outstanding grants through the assumed termination date of December 31, 2007.
(3) The cash severance amount for Mr. Perez was calculated by multiplying two times Mr. Perez's target cash compensation.
(4) All outstanding stock options that would continue to vest in the event of a termination due to good reason do not have any intrinsic
value as of December 31, 2007 because the exercise price of these stock options is above the closing market price of our common
stock on December 31, 2007.
(5) The amount in this row represents the value of unvested shares of restricted stock/restricted stock units that would automatically vest
upon voluntary termination for good reason, and the value of the unvested shares of restricted stock that vest on a pro rata basis
pursuant to the terms of Mr. Perez's signing bonus, included in his offer letter, discussed on page 54 of this Proxy Statement.
(6) The values in this row reflect the number of shares that our Named Executive Officers received under the 2007 Leadership Stock
performance cycle, based upon a performance percentage of 73%.
(7) Mr. Perez would be entitled to $26,101 in perquisites, which include: 1) four months of continued health and dental benefits, valued at
$3,101; 2) outplacement benefits, valued at $9,000; and 3) two years of financial counseling benefits, valued at $7,000 per year.
(8) The amounts included in this row report the incremental value of supplemental retirement benefits to which Mr. Perez would have been
entitled assuming he would receive his supplemental retirement benefit in the form of a lump sum.
Change-in-Control Severance Payments
Executive Protection Plan
The Company maintains the Executive Protection Plan to provide severance pay and continuation of certain welfare benefits for Named
Executive Officers in the event (i) a change-in-control occurs and (ii) the Named Executive Officer’s employment is terminated by the
Company for reasons other than cause or by the Named Executive Officer for good reason within two years after a change-in-control. A
change-in-control is generally defined under the plan as:
• The incumbent directors cease to constitute a majority of the Board, unless the election of the new directors was approved by at least
two-thirds of the incumbent directors then on the Board;
• The acquisition of 25% or more of the combined voting power of the Company’s then outstanding securities;
• A merger, consolidation, statutory share exchange or similar form of corporate transaction involving the Company or any of its
subsidiaries that requires the approval of the Company’s shareholders; or
• A vote by the shareholders to completely liquidate or dissolve the Company.