CompUSA 2008 Annual Report Download - page 24

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15
KL2 2600873.8
executed well on strategic business initiatives to position the Company for growth while managing risk. Based on Company and
individual performance, the Compensation Committee believes that compensation levels for fiscal year 2008 were appropriate and
consistent with the philosophy and objectives of the Company’ s compensation programs.
Compensation Arrangements of the Named Executive Officers
Richard Leeds
Richard Leeds, Chairman and Chief Executive Officer of the Company, has no employment agreement. Mr. Leeds received an
annual salary of $550,000 in 2008 and $442,600 in 2007. He received a cash bonus of $550,000 in 2008 and $600,000 in 2007. Mr.
Leeds received $26,522 in other compensation in 2008 and $19,843 in 2007. He received no stock options or other stock-based
incentive grants in either 2008 or 2007.
Bruce Leeds
Bruce Leeds, the Vice Chairman of the Company has no employment agreement. Mr. Leeds received an annual salary of $450,000
in 2008 and $405,365 in 2007. He received a cash bonus of $375,000 in 2008 and $400,000 in 2007. Mr. Leeds received $21,329 in
other compensation in 2008 and $21,912 in 2007. Mr. Leeds received no stock options or other stock-based incentive grants in either
2008 or 2007.
Robert Leeds
Robert Leeds, Vice Chairman of the Company, has no employment agreement. Mr. Leeds received an annual salary of $450,000
in 2008 and $405,365 in 2007. He received a cash bonus of $375,000 in 2008 and $400,000 in 2007. Mr. Leeds received $20,003 in
other compensation in 2008 and $18,923 in 2007. Mr. Leeds received no stock options or other stock-based incentive grants in either
2008 or 2007.
Gilbert Fiorentino
On October 12, 2004, the Company entered into an employment agreement with Gilbert Fiorentino, the Chief Executive of the
Company’ s Technology Products Group, and a director of the Company. The agreement was effective as of June 1, 2004 and expires
on December 31, 2013 unless terminated sooner under the terms of the agreement.
Mr. Fiorentino’ s compensation consists of a base salary at the initial annual rate of $400,000 (which is increased by five percent
per year subject to certain Company earnings requirements) and a performance bonus of $250,000 per year (similarly increasing
annually) provided that he meets certain performance criteria previously established from time to time by the Executive Committee of
the Board of Systemax. He is also eligible for an additional bonus, in the discretion of the Board.
In 2008, Mr. Fiorentino, received $476,875 in annual salary and a non-equity incentive plan payment of $1,400,000. In 2007, Mr.
Fiorentino received $456,484 in annual salary and a cash bonus of $1,938,000. He received $622,945 in other compensation in 2008
(including a $600,000 dividend equivalent payment) and $624,916 (including a $600,000 dividend equivalent payment) in other
compensation in 2007. His cash bonus in 2008 was determined based on the increase in 2008 in the operating income (EBITDA) of the
Technology Products segment of the Company as compared with 2007. See the Grants of Plan-Based Awards table below for
threshold, target and maximum awards payable to Mr. Fiorentino for 2008. Mr. Fiorentino received no stock options or other stock
based incentive grants in either 2008 or 2007.
Additional benefits include medical and life insurance benefits available to all employees generally, and an automobile
allowance. The Company has also agreed to make certain “gross up” payments if other payments to Mr. Fiorentino are deemed by the
IRS to be subject to excise tax.
The vesting schedule of previously granted options was accelerated as follows: Mr. Fiorentino’ s option to purchase 350,000 shares
of Company stock, granted on February 28, 2003, at an exercise price of $1.76 per Share and his option to purchase 50,000 shares of
Company stock, granted on April 1, 2003, at an exercise price of $1.95 per Share both now vest at 20% per year with the first 20%
vesting on October 12, 2004 (the date of execution of the employment agreement). Mr. Fiorentino also was granted new options under