XM Radio 2014 Annual Report Download - page 40

Download and view the complete annual report

Please find page 40 of the 2014 XM Radio annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 149

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149

Mr. Greenstein was awarded a bonus for his contributions during the year, including his role in:
the continued enhancement of our programming, such as the expansion of our channel
lineup to include new music, sports and talk channels, such as Today Show Radio, Wharton
School Business Radio, Bleacher Report Radio, and exclusive channels with Pitbull and Joel
Osteen;
reducing the costs of certain programming;
streamlining and introducing efficiencies into our programming operations;
the sale of advertisements on our non-music channels, at their highest level to date; and
understanding and analyzing customer satisfaction levels as they relate to our programming
and content offerings.
Mr. Donnelly was awarded a bonus for his contributions during the year, including:
his regular on-going contributions as our General Counsel and the management of various
complex legal and regulatory issues;
providing sound and timely advice to senior management and our board of directors;
his role in managing our litigation matters and our legal expenses in face of the increasing
complexity of our business; and
assisting in the negotiation and execution of various agreements with third parties that are
essential to our operations.
Mr. Frear was awarded a bonus for his contributions during the year, including:
his regular on-going contributions as our Chief Financial Officer and his role in managing our
fixed and variable costs;
overseeing our investor relations efforts;
managing an increase in our stock buyback program from $4 billion to $6 billion;
overseeing our investment in Sirius XM Canada; and
his efforts in the continued development of our information technology systems.
Mr. Rodriguez was awarded a bonus for his contributions during the year, including:
his role in the continued integration of our connected vehicle services business;
reducing subscriber acquisition costs;
overseeing the development of our transmission and radio technology; and
expanding our relationships with automakers.
Based on the foregoing, the Compensation Committee approved the specific bonus amounts
set forth in the Summary Compensation Table under the “Bonus” column for each of the above
named executive officers.
Long-Term Equity Grants for 2014
In January 2014, we entered into a new employment agreement with Mr. Donnelly to continue
to serve as our Executive Vice President, General Counsel and Secretary. In connection with his
new agreement, we granted Mr. Donnelly stock options and RSUs in an amount equal to
$4,000,000 and $1,000,000, respectively, where the number of stock options granted was equal to
$4,000,000 divided by the grant date fair value calculated under the Black-Scholes-Merton model,
and the number of RSUs granted was equal to $1,000,000 divided by the per share closing price of
our common stock reported on NASDAQ on the January 10, 2014 grant date. The specific value of
the options and RSUs granted was determined by the Compensation Committee with the assistance
of our Chief Executive Officer, and are identified in the Grants of Plan-Based Awards in 2014 table
and also discussed below under “Potential Payments or Benefits Upon Termination or Change in
Control—Employment Agreements.” The vesting of the stock options and RSUs is generally subject
33