Logitech 2011 Annual Report Download - page 114

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services to the Company or its management. On the request of the Committee, Fred Cook developed specific
executive compensation analyses and recommendations for Logitech’s Chairman, CEO, and executive officers for
fiscal year 2011.
Role of Executive Officers in Compensation Decisions
While the Compensation Committee sets the compensation of our CEO and other executive officers
with assistance from the independent compensation consultant, the Committee looks to management to make
recommendations to the Committee with respect to both design of compensation programs and specific compensation
decisions. We expect that the Compensation Committee will continue to solicit input from our Chairman and CEO
with respect to compensation decisions affecting executive officers. The Compensation Committee deliberates and
makes decisions on the executive officers’ compensation without the presence of the Chairman or CEO.
The fiscal year 2011 executive officer compensation proposals for base salary, bonus targets and equity grant
values were developed by Fred Cook and presented to both the Compensation Committee and Logitech’s management.
Based on the analysis performed by Fred Cook, Logitech’s Vice President of Worldwide Human Resources and its
compensation department, in consultation with Guerrino De Luca, Logitech’s Chairman and current acting CEO,
and Gerald Quindlen, Logitech’s former President and Chief Executive Officer (other than with respect to their own
proposed compensation) provided specific recommendations to the Compensation Committee.
As part of the annual personnel review and succession planning process, Mr. Quindlen also provided the Board
and the Compensation Committee with his perspective on the performance of Logitech’s executive officers, and
Mr. De Luca provided the Board with his perspective on the performance of Mr. Quindlen. This performance feedback
provided additional input to the Committee when making its decisions on fiscal year 2011 compensation.
Once the Compensation Committee received the analysis and recommendations from both Fred Cook and
Logitech’s management, who were in agreement on the recommended actions, the Committee made all decisions
regarding executive officer fiscal year 2011 compensation without Mr. De Luca, Mr. Quindlen or any executive officer
present. The Committee considered, but was not in any way bound by, the recommendations made by management.
Overview of Factors Considered by Committee
The Compensation Committee considers a variety of factors when determining total executive compensation,
including:
• Competitive considerations.
• Subjective elements, such as the scope of the executive’s role, experience and skills, the individual’s
performance during the prior fiscal year and potential for future contribution to Logitech.
• The performance of Logitech in the prior fiscal year.
• Accrued and realized gains from past equity incentive awards.
Competitive considerations
We attempt to compensate our executive officers competitively relative to industry peers. Both peer group
and broader industry compensation survey data is used by our Compensation Committee when setting Logitech’s
executive compensation, as well as to assist the Compensation Committee in the evaluation of the design of bonus
plan and equity compensation programs.
The companies in Logitech’s peer group were selected in March 2008 based on (i) involvement in the PC-based
consumer electronics industry, or (ii) revenues approximately equal to Logitech’s and a presence near Silicon Valley
in the San Francisco Bay Area. Although Logitech is a Swiss company, Logitech primarily competes for executive
management talent with technology companies in the United States, and particularly in the high-technology area of
Silicon Valley. As a result, the peer group consists primarily of U.S. public technology companies.