Pep Boys 2012 Annual Report Download - page 24

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20
fiscal 2012, on account of the Company’ s fiscal 2011financial performance and the relative position of each named
executive officer’ s total compensation to the market median of our peer group, the Compensation Committee
recommended, and the full Board approved, the following long-term incentive levels as a percentage of base salary.
Target %
of Base Salary
2012Actual Grant
as a % of Base
Salary
Title
Odell 125% 120%
Webb 50% 50%
Cirelli 40% 38%
As an inducement to join the Company, Messrs. Stern and Carey were granted restricted stock units valued at
50% and 20% of their respective starting base salaries.
Retirement Plans. We maintain The Pep Boys Savings Plan, which is a broad-based 401(k) plan. Participants
make voluntary contributions to the savings plan, and we match 50% of the amounts contributed by participants
under the savings plan, up to 6% of salary. Due to low levels of participation in the savings plan, the plan
historically did not meet the non-discrimination testing requirements under Internal Revenue Code regulations. As a
result, the savings plan was required to make annual refunds of contributions made by our “highly compensated
employees” (including the named executive officers) under the savings plan. Beginning in 2004, we limited our
officers’ contributions to the savings plan to 0.5% of their salary per year. Given this limitation, in order to assist
our officers with their retirement savings, in fiscal 2004, we adopted a non-qualified deferred compensation plan that
allows participants to defer up to 20% of their annual salary and 100% of their annual bonus. To further encourage
share ownership and more directly align the interests of management with that of its shareholders, the first 20% of an
officer’ s bonus deferred into Pep Boys Stock is matched by the Company on a one-for-one basis with Pep Boys
Stock that vests over three years.
In order to keep our executive compensation program competitive, we also maintain a Supplemental Executive
Retirement Plan, or SERP, known as our Account Plan. The Account Plan provides fixed annual contributions to a
retirement account based upon the participant’ s age and then current compensation in accordance with the following
schedule:
If the Participant is…
Annual contribution as a
percentage of cash
compensation (salary +
short-term cash
incentive)
At least 55 years of age 19%
At least 45 years of age but not more than 54 years of age 16%
At least 40 years of age but not more than 44 years of age 13%
Not more than 39 years of age 10%
Notwithstanding the foregoing, for the first four years of a participant’ s employment, the contribution
percentage is limited to 10% of cash compensation.
In fiscal 2012, all named executive officers participatedin the Account Plan.