Kraft 2010 Annual Report Download - page 190
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December 21, 2010
Page 2 of 5
Long-Term Incentive Plan
Your LTIP eligibility will begin coincident with the 2011 – 2013 performance cycle. Your target opportunity under the LTIP is equal to 85% of your base
salary at the beginning of the performance cycle. The actual award you will receive may be lower or higher depending upon the performance of Kraft Foods
Inc. during the performance cycle. The form of award under this program is performance shares. The number of performance shares under the 2011 – 2013
performance cycle is equal to your target divided by the fair market value of Kraft stock on January 2, 2011, prorated for your date of hire.
Stock Program
Also, you will be eligible to participate in the Company's stock award program. Stock awards are typically made on an annual basis, with the next award
anticipated to be granted in the first quarter of 2011. Awards are delivered as follows: 50% of equity value is delivered in restricted stock and 50% in stock
options. Actual award size is based on individual potential and performance. You will receive dividends on the restricted shares during the vesting period
consistent in amount and timing with that of Common Stock shareholders.
Sign-On Incentives
In recognition of the loss of short-term and long-term incentives from your previous employer, upon hire, you will receive one-time sign-on incentives in the
form of cash and restricted stock as follows:
Cash Sign-On Incentive
$800,000 paid as follows: one-half paid at hire and one-half paid on 1st anniversary; both payments will have a two-year
repayment agreement
Equity Sign-On Incentive $600,000 restricted stock award to vest one-half over two years; you will receive dividends on the shares during the
vesting period consistent in amount and timing with that of Common Stock shareholders
If, prior to the end of the two-year repayment period, your employment with the Company ends due to involuntary termination for reasons other than cause,
you will not be required to repay the cash sign-on amount.
Similarly, if prior to full vesting of the sign-on restricted shares granted per this offer letter, your employment with the Company ends due to involuntary
termination for reasons other than cause, the value of the total number of unvested shares shall vest on the scheduled vesting dates. The number of shares that
you will receive will be determined based upon the fair market value of Kraft Foods Inc. Common Stock on your date of hire.
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