DELPHI 2012 Annual Report Download - page 144

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122
Jeffrey Owens was appointed executive vice president and chief technology officer of Delphi and, in addition to his
oversight of Delphi's global technology activities, he will take on oversight of the information technology function. This move
provides a more natural alignment of the information technology function and underscores the importance of information
technology in a company for which technological innovation is a key differentiator. Mr. Owens's compensation was also
adjusted in recognition of his increased responsibilities. His base salary increased to $627,500, his annual cash incentive target
remains at $627,500 and his long term incentive target was set at $1,150,000. He also was awarded a $1,500,000 continuity
grant, subject to certain conditions described below.
Kevin Clark was named executive vice president in addition to his responsibilities as chief financial officer of Delphi. As
a public company, the importance of continued strong financial discipline and oversight across our entire business, combined
with the development and implementation of corporate strategy, is critical to our ongoing success. Mr. Clark continues to lead
all aspects of our finance, accounting, strategic planning, corporate development and investor relations functions. He was
awarded a $1,500,000 continuity grant, subject to certain conditions described below.
The continuity grants described above are subject to the following conditions:
• Such awards are denominated in ordinary shares of Delphi Automotive PLC stock and cliff vest on February 15,
2016.
• 50% of the award shares are performance based and are conditioned upon Delphi's performance against average
EBITDA margin targets.
• 50% of the award shares are time based and are therefore subject to the individual's continued service through
February 15, 2016.
• No individual will receive any portion of the grant in the event he quits or retires from the Company prior to
February 15, 2016.
• Pro-rata shares will be issued in the event of death, permanent disability or a company initiated separation.