Rayovac 2008 Annual Report Download - page 78

Table of Contents
Index to Financial Statements
discussion, the Committee has recommended to the Board of Directors that the Compensation Discussion and Analysis be included in the Company’s Annual
Report on Form 10-K for the fiscal year ended September 30, 2008.
Compensation Committee
Thomas R. Shepherd (Chairman)
William P. Carmichael
John S. Lupo
Compensation Discussion and Analysis
The Company’s named executive officers for Fiscal 2008 consist of the following persons:
Named Executive Position
Kent J. Hussey Chief Executive Officer
Anthony L. Genito Executive Vice President, Chief Financial Officer and Chief
Accounting Officer
David R. Lumley Co-Chief Operating Officer and President - Global
Batteries and Personal Care
John A. Heil Co-Chief Operating Officer and President - Global Pet
Supplies
Amy J. Yoder Former President, United Industries
Ms. Yoder was an executive officer through the end of Fiscal 2008, but ceased to be an employee of the Company as of October 8, 2008. When we refer to our
current named executive officers we are referring to Mr. Hussey, Mr. Genito, Mr. Lumley and Mr. Heil.
The Company pursues several objectives in determining its executive compensation programs. It seeks to attract and retain highly qualified executives and
ensure continuity of senior management for the Company as a whole and for each of the Company’s three business segments to the extent consistent with the
overall objectives and circumstances of the Company. It seeks to align the compensation paid to our executives with the overall business strategies of the
Company while leaving the flexibility necessary to respond to changing business priorities and circumstances. It also seeks to align the interests of our executives
with those of our shareholders and seeks to reward our executives when they perform in a manner that creates value for our shareholders. The Compensation
Committee of our Board of Directors (which we will refer to as the “Compensation Committee”) is responsible for developing, adopting, reviewing and
maintaining the Company’s executive compensation programs in order to ensure that they continue to benefit the Company. In order to carry out this function,
the Compensation Committee:
• Considers the advice of compensation consultants engaged to advise on executive compensation issues and program design, including advising on
the Company’s compensation program as it compares to similar companies;
• Reviews compensation summaries for each named executive officer periodically, including the compensation and benefit values offered to each
executive, accumulated value of equity and other past compensation awards, and other contributors to compensation;
• Consults with our Chief Executive Officer and other management personnel, including our Vice President of Corporate Human Resources with and
without the presence of the Chief Executive Officer, in connection with compensation matters and periodically meets in executive session without
management to evaluate management’s input; and
• Solicits comments and concurrence from other board members regarding its recommendations and actions at the Company’s regularly scheduled
board meetings.
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Source: Spectrum Brands, Inc, 10-K, December 10, 2008