XM Radio 2015 Annual Report Download - page 42
Download and view the complete annual report
Please find page 42 of the 2015 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.-
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
 |
 |
amounts, and the amount of the bonus awards to our named executive officers, is discussed below
under the heading “Fiscal Year 2015 Pay Results–Payment of Performance-Based Discretionary
Annual Bonuses for 2015” and are reflected in the Summary Compensation Table.
Long-term Incentive Compensation
The Compensation Committee determines the level of long-term incentive compensation in
conjunction with total compensation provided to named executive officers and the objectives of the
above-described compensation program.
Why Long-Term Incentives Are a Key Aspect of Our Executive Compensation Program
Long-term incentive awards have historically represented a significant portion of our named
executive officers’ compensation, thus ensuring that our executives, through their equity-based
compensation, have a continuing stake in our success, aligning their interests with that of our
stockholders and supporting the goal of retention through vesting requirements and forfeiture
provisions.
The Compensation Committee grants long-term incentive awards to directly align compensation
for our named executive officers over a multi-year period with the interests of our stockholders
by motivating and rewarding actions that enhance long-term stockholder value, while also
ensuring the continued retention of our named executive officers.
Consistent with the past few years, in 2015 the Compensation Committee determined that long-
term incentive compensation for our named executive officers would consist of both stock options and
RSUs. A summary of the terms applicable to grants of stock options and RSUs is set forth below.
Stock Options
Stock options have an exercise price
equal to the fair market value of our
common stock on the date of grant,
and therefore reward the executives
only if the price of our stock increases
after the date of grant
Generally vest over a period of three or
four years in equal annual installments
Generally vest subject to the
executive’s continued employment,
incentivizing executives to remain with
the Company and sustain increases in
stockholder value over extended
periods of time
Restricted Stock Units
The Compensation Committee believes
that the use of RSUs, as a form of
equity-based compensation, provides
predictable retention value and
alignment of executive interests with
stockholder interests, particularly in
volatile equity markets
Vest on varying schedules
Generally vest subject to the
executive’s continued employment,
incentivizing executives to remain with
the Company and sustain increases in
stockholder value over extended
periods of time
The specific number of options and RSUs granted is determined either as part of an
employment agreement or by the Compensation Committee with the assistance of our Chief
Executive Officer (other than in the case of any equity awards to himself) and by using their
32