American Home Shield 2008 Annual Report Download - page 149

Table of Contents
2008 Grants of Plan-Based Awards
Estimated Possible Payouts Under Non-Equity Incentive Plan Awards(1)
Named Executive Officer
Threshold ($) Target ($) Maximum ($)
J. Patrick Spainhour 380,000 950,000 None
Steven J. Martin 91,000 227,500 None
Greerson G. McMullen 105,300 263,250 None
Thomas G. Brackett 124,410 214,500 None
Michael M. Isakson 88,922 178,200 None
The amount listed represents the potential earnings under the Annual Bonus Plan which is a non-equity incentive. The threshold amount is the
minimum earned amount if threshold performance is attained. There is no maximum payment in this plan. Additional information is discussed under
"Annual Bonus Plan."
Mr. Sutton and Ms. Goettel were not eligible under the non-equity incentive plan (ABP) in 2008 due to their separations of employment in 2008.
There were no equity grants of plan-based awards in 2008.
Employment Agreements
Employment Agreement with Mr. Spainhour
ServiceMaster entered into an employment agreement with J. Patrick Spainhour to serve as our Chief Executive Officer effective as of June 30, 2006.
The original term of the employment agreement ended on December 31, 2008, and was renewed through December 31, 2009. The agreement automatically
renews each year unless terminated by ServiceMaster or Mr. Spainhour.
The employment agreement provides Mr. Spainhour with an annual base salary of not less than $900,000. Mr. Spainhour's annual bonus target under the
Annual Bonus Plan is 100% of his salary, or $950,000 in 2008, with no cap on payout. The actual payouts under the Annual Bonus Plan are subject to the
satisfaction of performance targets established by the Board.
Mr. Spainhour's base salary, target annual bonus and all other compensation are subject to approval each year by the Board.
ServiceMaster has also entered into a change in control severance agreement with Mr. Spainhour. This agreement, as well as additional provisions of his
employment agreement which provide for payments upon the termination of his employment, are discussed under "Potential Payments upon Termination or
Change in Control."
Employment Arrangement with Mr. McMullen
At the time he was hired, ServiceMaster provided an offer letter to Mr. McMullen which set forth certain terms of his employment with the Company.
The offer letter provided for a starting annual base salary of $400,000 and an annual bonus target under the Annual Bonus Plan of 65% of base salary. The
actual payouts under the Annual Bonus Plan are subject to the satisfaction of performance targets established by the Board. The offer letter also provided for
severance in the event of termination of Mr. McMullen's employment, which is discussed under "Other Severance Benefits for Named Executive Officers."
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