Logitech 2012 Annual Report Download - page 159

Note: Gerald Quindlen terminated his employment on July 27, 2011 - see Note under “Potential Payments upon
Involuntary Termination” table below for details regarding amounts provided to Mr. Quindlen in connection
with his termination of employment.
Potential Payments Upon Involuntary Termination
Name Base Salary(1) Bonus(2) Total
Werner Heid ............................................... $427,500 $320,625 $748,125
(1) Represents 75% of Mr. Heid’s fiscal year 2012 annual base salary in effect on March 31, 2012.
(2) Represents 75% of Mr. Heid’s fiscal year 2012 target bonus in effect on March 31, 2012.
Note: Gerald Quindlen terminated his employment with the Company on July 27, 2011 and received an amount
equal to his then-current annual base salary plus his annual targeted bonus amount, which together totaled
$1,856,250, and was entitled to receive the continuation of health insurance benefits for up to 12 months,
with an estimated total value of $19,800.
COMPENSATION OF DIRECTORS
The compensation of the members of the Board of Directors that are not Logitech employees is established
by the Committee for Board Compensation, which consisted of Guerrino De Luca, our Chairman, and, until
his resignation in July 2011, Gerald Quindlen, our former Chief Executive Officer. The general policy is that
compensation for non-employee directors should be a mix of cash and equity-based compensation. To assist the
committee in its annual review of director compensation, Logitech’s compensation department provides director
pay practices and compensation data compiled from the annual reports and proxy statements of companies within
the NASDAQ 100 and technology companies generally considered comparable to Logitech.
Cash compensation of non-employee directors consists solely of annual retainers based on Board and
committee service. Non-employee directors also receive an annual RSU grant based on a fixed market value. These
grants vest on the one-year anniversary of Board service.
Directors who are Logitech employees do not receive any compensation for their service on the Board of
Directors. Non-employee director compensation currently consists of the following elements:
Tota l (C HF ) Total ($)(1)
Annual cash retainer ..................................................... 60,000 66,423
An additional annual cash retainer for the lead independent director. . . . . . . . . . . . . . . 20,000 22,141
Annual retainer for the Audit Committee chair. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40,000 44,282
Annual retainer for the Compensation Committee chair. . . . . . . . . . . . . . . . . . . . . . . . . 30,000 33,212
Annual retainer for non-chair Audit Committee members. ....................... 15,000 16,606
Annual retainer for non-chair Compensation Committee members. . . . . . . . . . . . . . . . 10,000 11,071
Annual retainer for Nominating Committee members. .......................... 3,000 3,321
Annual RSU grant. ...................................................... 120,000 132,846
Compensation for the number of travel days spent traveling to attend Board and
committee meetings, per day rate. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,500 2,768
Reimbursement of reasonable expenses for non-local travel (business class).
(1) CHF amount was converted using the exchange rate of 1 Swiss franc to 1.10705 U.S. Dollar as of
March 31, 2012.
Non-employee Board members may elect to receive their Board fees in shares, net of withholdings. Any such
shares are to be issued under the 2006 Stock Incentive Plan.
Annual service is measured between the dates of the Company’s Annual General Meetings, held in September
each year.
ENGLISH
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