Ingram Micro 2007 Annual Report Download - page 33

• For executive officers who have qualified for retirement treatment, their unvested shares continue to vest
following the officer’s retirement date in accordance with the award agreement vesting schedule.
• Shares granted in the year of retirement will be decreased by a factor equal to the number of full months
remaining in the calendar year following the date of retirement divided by 12 months.
The foregoing changes were made to conform to competitive norms and in recognition that United States-
based officers do not participate in a Company-sponsored pension program and that the equity awarded to our
executive officers is in some measure intended to provide retirement income.
Award Size Determination. The Committee establishes the eligibility criteria for executive officers and key
management personnel for these plans. For each participating executive officer, there is a target dollar value
established as a percentage of each salary range mid-point that reflects competitive, market-median, long-term
incentive award values. For the January 2007 share grants (stock options and performance-vesting restricted stock
units), the target grant value for the NEOs ranged from 160% to 350% of their respective salary range midpoints.
Awards Timing and Determination. As previously described, our NEOs receive an annual long-term
incentive award grant of equity effective the first trading day in January of each calendar year.
• Based on the target grant value approved by the Committee for each NEOs applicable salary grade, the Chief
Executive Officer will recommend the Committee’s approval of awards to the NEOs (excluding the CEO).
The Committee, at its sole discretion, has the authority to increase or decrease the award granted to an NEO.
However, for the January 2007 awards, the Committee did not exercise its discretionary authority, and the
awards made to our NEOs were at target values previously established by the Committee for each NEO’s
respective salary range mid-point.
• The Committee, at its sole discretion, determines the long-term equity value for the Chief Executive Officer.
In doing so, it conferred with its independent outside advisor, Cook. For the January 2007 grants to the CEO,
the Committee did not exercise its discretionary authority and made grants of equity to the CEO in
accordance with the Committee’s previously approved guideline target value for the CEO’s salary range.
Payment of Awards Under the 2005 Long-Term Executive Cash Incentive Award Program. In 2007, the last
3-year cycle for the Long-Term Executive Cash Incentive Award Program (“Cash LTIP”) remained, covering the
performance measurement period 2005-2007. Earned awards under the terms of the 2005 Cash LTIP were to be
made in the form of cash. Beginning with the 2006 long-term incentive award grants, the Company implemented the
EIP Program under which earned awards are paid in the form of restricted stock units. The 2005 Cash LTIP was
based on the Company’s 2005 3-year strategic plan and various historical external market comparison factors.
Under the terms of the 2005 Cash LTIP, awards are earned based on the Company’s achievement of predetermined
EPS growth rate and average ROIC over the three-year measurement period of 2005-2007. Earned awards are paid
in the year following the close of the measurement period upon approval of the Committee as to the Company’s
performance against the predetermined 3-year goals. Achievement between matrix points is interpolated on a linear
basis. The Company’s achievement over the applicable 3-year measurement period resulted in an earned award of
119.2% as illustrated below:
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