Logitech 2011 Annual Report Download - page 134

122
Involuntary Termination
Name Base Salary ($) (1) Bonus ($) (2) Other Benefits ($) (3) Total ($)
Gerald Quindlen ........................... 825,000 1,031,250 19,800 1,876,050
Werner Heid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 427,500 320,625 –– 748,125
(1) For Mr. Quindlen, represents 100% and, for Mr. Heid, 75%, of his FY11 annual base salary in effect on March
31, 2011.
(2) For Mr. Quindlen, represents 100% and, for Mr. Heid, 75%, of his FY11 target bonus in effect on March 31,
2011.
(3) For Mr. Quindlen, represents the estimated cost of medical and other health insurance premiums (COBRA)
for one year after termination.
COMPENSATION OF DIRECTORS
The compensation of the members of the Board of Directors that are not Logitech employees is established
by the Committee for Board Compensation, which in fiscal year 2011, consisted of Guerrino De Luca and Gerald
Quindlen. The general policy is that compensation for non-employee directors should be a mix of cash and
equity-based compensation. To assist the Committee in its annual review of director compensation, Logitech’s
Compensation and Benefits Group provides director pay practices and compensation data compiled from the
annual reports and proxy statements of companies within the Fortune 100 and technology companies generally
considered comparable to Logitech.
Effective September 8, 2010, the Committee for Board Compensation approved a change to the cash
compensation of non-employee directors to eliminate board and committee meeting-based fees. As a result, cash
compensation now consists solely of annual retainers based on Board and committee service. The Committee also
determined to calculate the number of RSUs to be granted annually based on a fixed market value. These changes
were made in response to general industry trends with regard to board compensation.
Directors who are Logitech employees do not receive any compensation for their service on the Board of
Directors. Non-employee director compensation currently consists of the following elements:
• AnnualcashretainerofCHF60,000.
• AnadditionalannualcashretainerofCHF20,000fortheleadindependentdirector.
• AnnualretainerofCHF40,000fortheAuditCommitteechair.
• AnnualretainerofCHF30,000fortheCompensationCommitteechair.
• AnnualretainerofCHF15,000fornon-chairAuditCommitteemembers.
• AnnualretainerofCHF10,000fornon-chairCompensationCommitteemembers.
• AnnualretainerofCHF3,000forNominatingCommitteemembers.
• AnnualRSUgrantwithamarketvalueofapproximatelyCHF120,000.
• CompensationforthenumberoftraveldaysspenttravelingtoattendBoardandcommitteemeetings,at
the rate of CHF 2,500 per day.
• Reimbursementofreasonableexpensesfornon-localtravel(businessclass).
Non-employee Board members may elect to receive their Board fees in shares, net of withholdings. Any such
shares are to be issued under the 2006 Stock Incentive Plan.
Annual service is measured between the dates of the Company’s Annual General Meetings, held in September
each year.