Neiman Marcus 2009 Annual Report Download - page 76

Table of Contents
agreement also requires that she disclose and assign to the Company any trademarks or inventions developed by her which relate to
her employment by the Company or to the Company's business.
New Employment Agreement with Ms. Katz
In connection with her new position as President and Chief Executive Officer, Ms. Katz has entered into a new employment
agreement with the Company, the terms of which become effective on October 6, 2010. The employment agreement is for a term of
four years with automatic extensions of one year unless either party provides three months' written notice of non-renewal. The
agreement provides for a beginning annual base salary of $1,050,000, an initial bonus of $50,000 upon Ms. Katz's commencement of
her new position, and participation in an annual incentive program with a target bonus opportunity of 100% of annual base salary and
a maximum bonus of 200% of annual base salary. In addition, as part of the agreement, the Company will, effective September 30,
2010 and pursuant to the Company's Management Equity Incentive Plan ("Plan"), grant Ms. Katz a non-qualified stock option with
respect to 4,300 shares of Common Stock of the Company with an exercise price equal to the fair market value of the Common Stock
at the time of grant. The stock option will expire no later than the seventh anniversary of the grant date. SERP benefits for Ms. Katz
under her new agreement are substantially similar to those she enjoyed under previous agreement discussed above. The agreement
also provides for reimbursement of several types of expenses incurred by Ms. Katz. The agreement provides that Ms. Katz will be
based at the principal executive offices of The Neiman Marcus Group in Dallas, Texas.
The employment agreement may be terminated by either party. In certain termination circumstances, Ms. Katz will receive,
subject to her execution of a waiver and release agreement, severance pay consisting of no more than a lump sum payment equal to a
prorated portion of the target bonus for the year of termination, an amount representing the monthly premium cost of certain continued
medical benefits for 24 months, 2 years of base salary, and 2 years of annual target bonuses. In addition, in certain circumstances, she
would receive life insurance coverage for two years following termination of employment. The agreement contains a two-year
noncompetition agreement along with related confidentiality, nondisparagement, and intellectual property provisions and conditions
receipt of the severance pay just described on compliance with those provisions.
Employment Agreements with Mr. Skinner and Mr. Gold
On July 22, 2010, the Company entered into new employment agreements with James E. Skinner, Executive Vice President
and Chief Financial Officer, and James J. Gold, President and Chief Executive Officer of Bergdorf Goodman, Inc., the terms of which
become effective on October 6, 2010. Each of the employment agreements is for a four-year term with automatic extensions of one
year unless either party provides three months' written notice of non-renewal. The agreement with Mr. Skinner provides that he will
act as Executive Vice President, Chief Operating Officer and Chief Financial Officer of The Neiman Marcus Group for a beginning
annual base salary of $700,000 and participation in an annual incentive program with a target bonus opportunity of 75% of annual
base salary and a maximum bonus of 150% of annual base salary. In addition, as part of the agreement, the Company will, effective
September 30, 2010 and pursuant to the Plan, grant Mr. Skinner a non-qualified stock option with respect to 2,200 shares of Common
Stock of the Company with an exercise price equal to the fair market value of the Common Stock at the time of grant. The stock
option will expire no later than the seventh anniversary of the grant date.
The agreement with Mr. Gold provides that he will act as President, Specialty Retail of The Neiman Marcus Group for a
beginning annual base salary of $750,000 and participation in an annual incentive program with a target bonus opportunity of 75% of
annual base salary and a maximum bonus of 150% of annual base salary. In addition, as part of the agreement, the Company will,
effective September 30, 2010 and pursuant to the Plan, grant Mr. Gold a non-qualified stock option with respect to 2,200 shares of
Common Stock of the Company with an exercise price equal to the fair market value of the Common Stock on the date of grant. The
stock option will expire no later than the seventh anniversary of the grant date.
The employment agreements may be terminated by either party. In certain termination circumstances, Mr. Skinner and Mr. Gold each
will receive, subject to their execution of a waiver and release agreement, severance pay consisting of no more than a prorated portion
of the target bonus for the year of termination, an amount representing the monthly premium cost of certain continued medical
benefits for eighteen months, 1.5 times annual base salary, and 1.5 times annual target bonus. The agreements contain an eighteen-
month noncompetition agreement along with related confidentiality, nondisparagement, and intellectual property provisions and
conditions receipt of the severance pay just described on compliance with those provisions.
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