Logitech 2012 Annual Report Download - page 140

Deferred compensation plan
Executive officers based in the United States are also eligible to participate in the Logitech Inc. Deferred
Compensation Plan and a predecessor plan, which is an unfunded and unsecured plan that allows employees of
Logitech Inc., the Logitech subsidiary in the United States, who earn more than a threshold amount the opportunity
to defer U.S. taxes on up to 80% of their base salary and up to 90% of their bonus or commission compensation.
Under the plan, compensation may be deferred until termination of employment or other specified dates chosen
by the participants, and deferred amounts are credited with earnings based on investment benchmarks chosen by
the participants. The earnings credited to the participants are intended to be funded solely by the plan investments.
Logitech does not make contributions to this plan. Information regarding named executive officer participation in
the Deferred Compensation Plan can be found in the Non-Qualified Deferred Compensation for Fiscal Year 2012
table and the accompanying narrative.
Because the listed officers do not receive preferential or above-market rates of return under the deferred
compensation plan, earnings under the plan are not included in the Summary Compensation table, but are included
in the Non-Qualified Deferred Compensation table.
Mr. Labrousse participates in the Switzerland Logitech Employee Pension Fund. This is a defined benefit
pension plan available to all our employees in Switzerland.
Severance and related benefits
All named executive officers are eligible to receive benefits under certain conditions in accordance with
Logitech’s Change of Control Severance Agreement (Change of Control Agreement), as described in the section
“Potential Payments Upon Termination or Change in Control.”
The purpose of the Change of Control Agreements is to support retention in the event of a prospective change
of control. Should a change of control occur, benefits will be paid after a “double trigger” event – meaning that
there has been both a change of control, and the executive is terminated without cause or resigns for good reason
within 12 months thereafter – as described in “Potential Payments Upon Termination or Change in Control.” At the
time of this report, Logitech does not provide any payments to reimburse its executive officers for additional taxes
incurred (also known as “gross-ups”) in connection with a change of control.
Both Mr. Quindlen and Mr. Heid were entitled to severance payments and benefits in connection with their
employment agreement and offer letter, respectively. Upon their departures, they received only the payments
or benefits set forth in those agreements as described in “Potential Payments Upon Termination or Change
in Control.”
When Mr. Darrell was hired, leaving his role as an executive officer of Whirlpool and relocating from Europe
to Silicon Valley, California, he negotiated severance terms in his offer letter. Under that agreement, if Mr. Darrell’s
employment is involuntarily terminated without cause or he resigns for good reason, other than after a change in
control, he is entitled to his base salary and target bonus for between one and two years, depending on the timing
of such termination, and, if he is terminated within his first year of employment, accelerated vesting of a portion
of his new hire grants, as described in “Potential Payments Upon Termination or Change in Control.” The terms in
Mr. Darrell’s agreement are intended to provide consideration for his service to Logitech and the potential length
of time until subsequent employment is secured if he is involuntarily terminated without cause or resigns for good
reason. The Compensation Committee believes that the terms of Mr. Darrell’s severance are consistent with those
of chief executive officers in our compensation peer group as well as the overall technology industry.
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