LeapFrog 2012 Annual Report Download - page 121
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EXECUTIVE COMPENSATION
COMPENSATION DISCUSSION AND ANALYSIS
Overview
This Compensation Discussion and Analysis, or CD&A, provides a detailed description of our executive
compensation philosophy and program, the compensation decisions the compensation committee has made
under this program and the factors considered in making those decisions. This CD&A focuses on the
compensation of our ‘‘named executive officers’’ for 2012, who were:
Name Title
John Barbour Chief Executive Officer
Raymond L. Arthur Chief Financial Officer (as of July 2012)
Mark A. Etnyre former Chief Financial Officer (until July 2012)
Gregory B. Ahearn Chief Marketing Officer
Michael J. Dodd President and Chief Operating Officer
Christopher Spalding Senior Vice President and Managing Director, EMEA
Executive Compensation Philosophy
Our philosophy is to provide total compensation to our executives, including our named executive
officers, that reasonably, equitably and responsibly meets the following objectives:
• Motivates our executives to achieve or exceed established individual goals that should result in
meeting or exceeding established Company operating targets and guidance provided to our analysts
and stockholders;
• Aligns the current contributions of our executives with the long-term interests of our stockholders;
• Ensures an adequate portion of executive total compensation is based on the achievement of overall
Company performance targets, as well as short-term and long-term individual goals;
• Provides reasonable, equitable and responsible bonus opportunities that will maintain individual
executive compensation at established competitive levels for an agreed-upon peer group; and
• Avoids incenting excessive risk-taking.
We implement this philosophy through the following key principles:
• Provide a balanced mix of cash and equity-based compensation that we believe is suitable to
motivate our executives to achieve our financial and strategic goals while aligning their short-term
and long-term interests with the interests of our stockholders;
• Ensure that a significant portion of each executive’s total compensation is ‘‘at risk,’’ subject
primarily to our overall performance and secondarily to his or her achievement of short-term and
long-term individual goals;
• Pay base salaries that are competitive with the salaries in effect at companies with which we
compete for talent;
• Provide annual bonus opportunities that motivate our executives to achieve or exceed established
operating goals and generate rewards that maintain their total compensation at competitive
market levels;
• Provide equity-based incentive compensation that motivates our executives over the long term to
respond to our business opportunities and challenges as stakeholders in our Company;
• Maintain unvested equity value as a percentage of base salary at a sufficient level to provide a
significant retention motivation;
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