American Home Shield 2011 Annual Report Download - page 136

Table of Contents
Base salaries of the NEOs who were with the Company during 2010 were increased by percentages ranging from 2.0 to 35.9 percent in 2011 to
recognize individual performance and to better align base salary levels with competitive pay levels for similar positions in the marketplace.
Mr. Spainhour did not receive a salary increase during 2011 as he had previously announced his retirement, which was effective March 31, 2011.
The salaries for NEOs hired during 2011 were set at a competitive level needed to attract these officers to the Company.
As part of our strategy to align interests between our executive officers and stockholders, and in recognition of their hire into the senior
management team, Messrs. Mullany, Cregg, Fallon and Coba purchased ownership interests in Holdings and simultaneously were granted
options under the MSIP to acquire additional shares in the future. These officers were also awarded RSUs to provide additional value and
alignment with Holdings' stockholders.
Additional awards under the MSIP were granted to Messrs. David Martin and Brackett during 2011. Mr. David Martin received a stock option
award to recognize increases in responsibility in his capacity as the interim CFO. Mr. Brackett received a grant of performance-based RSUs to
recognize his leadership of both Terminix and TruGreen following the departure of the President of TruGreen in May. These performance-based
RSUs will vest at the sole discretion of Holdings' Compensation Committee on December 31, 2012 and December 31, 2013.
Objectives of Our Compensation Program
Our compensation plans for executive officers (including the NEOs) are designed to:
Attract, motivate and retain highly qualified executives;
Reward successful performance by the executives and the Company by linking a significant portion of compensation to financial and business
results;
Align our executives' long-term interests with those of Holdings' stockholders through meaningful share ownership; and
Appropriately balance long and short-term incentive compensation so that short-term performance is not emphasized at the expense of long-term
value creation.
Elements of Executive Compensation, including for NEOs
To meet these objectives, our executive compensation program for 2011 consisted of the following:
Base salary, which is intended to attract and retain highly qualified executives and to recognize individual performance by the executive;
Annual cash incentive, which is intended to motivate the executive to achieve short-term Company (and, where applicable, business unit)
performance goals;
Stock, RSUs and stock options to motivate executives to achieve long-term performance goals and to provide equity ownership of Holdings to
our executives to ensure goal alignment with Holdings' stockholders; and
Employee benefits, including retirement benefits, and perquisites, including new hire bonuses, relocation benefits and commuting benefits, which
are intended to attract and retain qualified executives by ensuring that our benefit programs are competitive.
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