Vistaprint 2013 Annual Report Download - page 129

Committee also considered companies with high growth and in the same general industry as Vistaprint. Each
year, the Compensation Committee updates the peer group selection criteria and the members of the primary peer
group to add new companies that meet the criteria and remove companies that no longer meet the criteria or that
were acquired or ceased doing business. For fiscal 2013, the primary peer group consisted of the following
22 companies:
AOL Inc.
Cadence Design Systems
Inc.
Compuware Corporation
CoreLogic, Inc.
Deluxe Corporation
DST Systems Inc.
Genpact Ltd.
Global Payments Inc.
IAC/InterActiveCorp.
Jack Henry & Associates
Inc.
Lender Processing
Services, Inc.
Logitech International SA
Monster Worldwide, Inc.
Open Text Corp.
Parametric Technology
Corporation
Sohu.com Inc.
Solera Holdings Inc.
TIBCO Software Inc.
Total System Services,
Inc.
ValueClick, Inc.
VeriFone Systems, Inc.
Zebra Technologies
Corporation
The Compensation Committee engages independent compensation consultants and manages the relationship
with these firms. During fiscal 2013, the Committee engaged Towers Watson to provide the compensation con-
sulting services described below, and Towers Watson did not provide any other services to Vistaprint besides
compensation consulting services:
‰Competitive analysis and recommendations to the Compensation Committee with respect to the compensa-
tion of our executive officers;
‰Competitive analysis and recommendations to our Compensation Committee with respect to the compensa-
tion of members of our Supervisory Board;
‰Competitive analysis and recommendations to our Compensation Committee and Chief Executive Officer
with respect to the compensation of members of our senior management team who are not executive offi-
cers; and
‰Detailed equity utilization analysis comparing the number of shares that Vistaprint grants per year pur-
suant to equity compensation awards and the number of shares subject to outstanding equity compensation
awards and available for grant under our equity compensation plans with both our primary and aspira-
tional peer groups, to assist the Compensation Committee in setting our practices of granting equity to our
employees.
Compensation Components for Executives
The principal elements of our compensation program for our executive officers are the following:
‰Base salary
‰Annual cash incentive awards, which reward executives based on Vistaprint’s achievement of shorter-
term financial performance goals for the current fiscal year
‰Long-term incentive awards, which may include long-term cash incentives, share options, and restricted
share units, which reward executives based on Vistaprint’s achievement of longer term financial
objectives and the creation of value for our shareholders as reflected in our share price
‰Standard health and welfare benefits that are applicable to all of our employees in each executive’s geo-
graphic location
‰Expatriate benefits for our executives who are assigned to work in geographic locations outside of their
home countries
In addition, we have severance and change in control arrangements with our executives.
Under our pay-for-performance philosophy, the compensation of our employees at higher levels in the orga-
nization is generally more heavily weighted towards variable compensation based on our performance, and base
salary generally accounts for a smaller portion of these employees’ total compensation packages. Conversely,
employees at lower levels in the organization generally receive more of their compensation in the form of base
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