Priceline 2010 Annual Report Download - page 30

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The Committee also considered a number of other subjective and qualitative factors, such as, among
other things, Mr. Boyd’s integrity, vision for the corporation, people management skills and investor and Board
communication skills.
After balancing the Company’s position in the market relative to its significant competitors, and the
accomplishment of the 2010 Bonus Plan financial, the Committee and Board of Directors thought that
priceline.com’s performance in 2010 was excellent and, therefore, believed that the bonus amount authorized by
the Board of Directors and paid to Mr. Boyd was appropriate.
Other Named Executive Officers.
The bonuses paid to the named executive officers below reflected the Company’s strong performance
during 2010, which is described in detail above. The bonus amounts also reflect the factors described below.
Mr. Finnegan’s award is in recognition of, among other things, his role as Chief Financial Officer, his
role in developing the Company’s annual financial plan and his oversight of the Company’s finance department.
Mr. Mylod’s award reflects Mr. Mylod’s important role in advising the Board of Directors and Chief
Executive Officer on the Company’s strategic direction, key role in developing the Company’s annual business
plan and overseeing the achievement of that plan, and success in developing and maintaining strong relationships
with the investment and analyst community.
Mr. Koolen’s bonus reflects Booking.com B.V.’s 2010 performance, as reflected by the
accomplishment of the non-GAAP EBITDA targets discussed above, and Mr. Koolen’s leadership in expanding
the Booking.com hotel business and scaling its systems, operations and human resources.
Mr. Millones’ award is in recognition of, among other things, his global oversight of the Company’s
legal department and human resource department, as well as his oversight of the Company’s litigation.
In determining bonus amounts for the executives above, in addition to considering the factors described
above, the Committee discusses and considers with the Chief Executive Officer a range of other subjective
factors including each executive’s ability to act and think strategically, ability to get results, ability to
demonstrate a strong leadership style, integrity, ethics and ability to foster global cooperation.
Equity incentives
Overview. Equity incentive grants to the named executive officers are based on job responsibilities and
potential for individual contribution, with reference to the “market” levels, as described above, of total “target”
direct compensation (total “target” cash compensation plus the “target” value of long-term equity incentives) of
executives within the Compensation Peer Group. When it makes grants, the Committee also considers the size
and current value of previous grants, in particular the current unvested value of previous grants. As with the
determination of base salaries and bonus awards, the Committee exercises judgment and discretion in view of the
above criteria and its general policies.
In connection with the 2010 compensation planning process, the Committee authorized and the
Company granted performance share units (“PSUs”) to the named executive officers. The PSUs granted in 2010
fall into three categories, each of which is described below:
x PSUs, which are forfeitable if certain performance thresholds are not achieved, granted to Messrs.
Boyd and Mylod, which are tied to priceline.com’s 2010 through 2012 consolidated earnings
performance;
x PSUs, which are forfeitable if certain performance thresholds are not achieved, granted to Mr.
Koolen, which are tied to the 2010 through 2012 performance of Booking.com B.V.; and
x PSUs granted to Messrs. Millones and Finnegan, which are tied to priceline.com’s 2010 through
2012 consolidated earnings performance.