Ingram Micro 2007 Annual Report Download - page 36

available under our International Expatriate Assignment Policy, Mr. Monié received a one-time $2 million
relocation bonus to assist in the purchase of a home in Southern California and to partially mitigate the increased
tax rates under both U.S. federal and California state income taxes. Of the $2 million relocation bonus, $1 million is
subject to a three-year “claw back provision.” Should Mr. Monié voluntarily terminate his employment with
Company within three years of his appointment, he has agreed to repay the Company $1 million within 30 days of
his resignation. In addition, Mr. Monié and the Company agreed that he would be responsible for the payment of his
personal income taxes on the first $1.6 million of the $2 million relocation bonus at a maximum rate of 20% and that
the Company would pay any residual income taxes due and the taxes due on such payment.
Mr. Maquet, a French citizen, was promoted to the position of Senior Vice President and President of the
Company’s Latin America Region in March 2005. Upon his appointment to this position, we relocated him from
France to Miami, Florida. As an expatriate, Mr. Maquet is tax equalized to France and continues to participate in the
French voluntary social programs — medical, unemployment, and pension benefits. He receives a housing
allowance, dependent education reimbursement, and home leave as reported under the “Other Compensation”
column in the Summary Compensation Table” elsewhere in this proxy statement.
Employment Contracts, Termination of Employment Arrangements, and Change-in-Control Arrangements
Change-in-Control Agreements. Ingram Micro does not have any arrangements with any executive officer
that provide for payments at, following, or in connection with a change in control of Ingram Micro. Upon a change
in control, the Committee at its sole discretion may waive, shorten, or terminate any restriction period imposed on
stock options, performance shares, or awards under the various long-term incentive programs.
Executive Officer Severance Policy. In October 2003, after a review of competitive practices, the Com-
mittee adopted the Executive Officer Severance Policy (the “Severance Policy”). The Severance Policy applies to
our Chief Executive Officer and our executive officers elected by the Board of Directors who report to either the
Chief Executive Officer or Chief Operating Officer (which includes all the NEOs). Under the terms of the Severance
Policy, executive officers may be entitled to certain severance benefits if their employment is terminated by the
Company without “cause” and certain conditions are satisfied.
In such cases, subject to execution of a release and covenant agreement satisfactory to the Company, eligible
executive officers will be entitled to the severance benefits described in the “Potential Payments on Termination or
Change in Control” section of this report. In general, our NEOs are eligible for separation pay equal to one-twelfth
the sum of their annual base salary and target annual bonus multiplied by their full years of service with the
Company, with a minimum payment equivalent to one year’s base salary and target annual bonus.
Special, One-time, Nonrecurring, or Other Compensation Payments or Arrangements
Hans Koppen. We entered into executive retention agreements in 2001 with each of Messrs. Spierkel, Murai,
and Koppen and amended Mr. Koppen’s agreement in 2003 (the “Retention Agreements”). These agreements, as
amended, provided that if the executive remained employed by us through March 1, 2006, the executive would be
entitled to a lump sum cash retention payment of $2.5 million. The executive is not entitled to receive any payment
if his employment is (1) terminated by the executive’s resignation for any reason other than his disability prior to
March 1, 2006, or (2) terminated by us for cause or for not accepting a transfer of his principal office location to our
then corporate headquarters or any of our then regional headquarters, in either case, prior to March 1, 2006.
Since these contingencies for nonpayment did not occur and Messrs. Spierkel, Murai and Koppen remained
employed in good standing with Ingram Micro through March 1, 2006, they were entitled to receive such lump sum
cash retention payments. Pursuant to Ingram Micro’s agreement with Mr. Koppen, the Committee at its sole
discretion, deferred payment of the award to Mr. Koppen until the year Mr. Koppen’s employment with Ingram
Micro terminated, or solely at the Committee’s election to an earlier date. The Committee agreed that Mr. Koppen’s
award would be credited with earnings at 10% per year, compounded daily, until paid. This above market interest
rate was deemed appropriate by the Committee in recognition of the fact that Mr. Koppen was entitled to receive
payment in March 2006 under the terms of the Retention Agreements and that the Committee at its sole discretion
took action to delay said payment.
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