LeapFrog 2011 Annual Report Download - page 150

Download and view the complete annual report

Please find page 150 of the 2011 LeapFrog annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 196

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160
  • 161
  • 162
  • 163
  • 164
  • 165
  • 166
  • 167
  • 168
  • 169
  • 170
  • 171
  • 172
  • 173
  • 174
  • 175
  • 176
  • 177
  • 178
  • 179
  • 180
  • 181
  • 182
  • 183
  • 184
  • 185
  • 186
  • 187
  • 188
  • 189
  • 190
  • 191
  • 192
  • 193
  • 194
  • 195
  • 196

Bonus Award Decisions
In February 2012, our CEO, Mr. Barbour, recommended bonus awards for each of our named executive
officers (except for himself, or for Messrs. Chiasson and Chai who were no longer employed by the Company
at that time) for 2011 consistent with the above formulas. These recommendations were then reviewed and
approved by the compensation committee.
The decisions of the compensation committee were based on its analysis of the achievement of the
different performance objectives of the company and, individually, for each of the named executive officers.
With respect to the Company performance component, the compensation committee determined that our
named executive officers were eligible for 145% of their target bonus opportunity (out of a possible 150%)
based on achievement of both the net sales and operating income performance goals.
The compensation committee also conducted an evaluation of the individual performance of each named
executive officer, primarily with respect to overall achievement of his respective goals for the year, while also
taking into consideration any exceptional contributions and impact that his area of responsibility had on the
performance of the Company. Under the bonus plan, the board of directors and compensation committee had
discretion to vary the amount of the bonus awards paid to our named executive officers, but such discretion
was not exercised this year.
Total Bonus Awards. Based on the foregoing, our named executive officers received the following cash
bonus awards for 2011:
2011 Bonus Plan Elements and Payouts
Name
Eligible
Compensation
($)
Target Bonus
Opportunity
(%)
Incentive at
Target
($)
Company
Component
($)
Individual
Performance
Component
($)
Total
Bonus Paid
($)
Mr. Chiasson
(1)
..... 450,000 75% 337,500 n/a n/a n/a
Mr. Barbour
(2)
..... 470,689 100% 470,689 478,261 141,207 619,467
Mr. Etnyre ........ 311,875 65% 202,718 205,980 56,559 262,538
Mr. Dodd ........ 408,000 75% 306,000 310,922 87,210 398,132
Mr. Campbell ...... 311,875 65% 202,718 205,980 55,950 261,930
Mr. Chai
(3)
........ 361,188 75% 270,891 n/a n/a n/a
(1) Mr. Chiasson resigned as CEO of the Company in March 2011 and received a severance payment in
connection with his resignation, as described below. In connection with his severance payment,
Mr. Chiasson released his rights in any bonus payments for 2011 and therefore was not eligible for
a bonus.
(2) Mr. Barbours employment agreement provided for a guaranteed bonus for 2011 equal to 100% of his
base salary. The payout of this portion of his bonus was not dependent upon attainment of the different
components of the bonus award. However, the compensation committee determined that the Company’s
significant overachievement of both the net sales and operating income target performance levels was
attributable to the performance of Mr. Barbour and awarded him a bonus of 132% of his eligible base
salary.
(3) Mr. Chai’s employment with the Company terminated in March 2011. Mr. Chai received a severance
payment in connection with his termination, as described below. In connection with his severance
payment, Mr. Chai released his rights in any bonus payments for 2011 and therefore was not eligible for
a bonus.
Equity Incentive Awards
We believe that equity incentives are an effective way to attract and retain talented executives, to
motivate and reward them for outstanding company and individual performance, and to align their interests
with those of our stockholders. The compensation committee grants equity awards to our executive officers
44