Logitech 2013 Annual Report Download - page 54

Download and view the complete annual report

Please find page 54 of the 2013 Logitech 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 224

  • 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
  • 197
  • 198
  • 199
  • 200
  • 201
  • 202
  • 203
  • 204
  • 205
  • 206
  • 207
  • 208
  • 209
  • 210
  • 211
  • 212
  • 213
  • 214
  • 215
  • 216
  • 217
  • 218
  • 219
  • 220
  • 221
  • 222
  • 223
  • 224

EXECUTIVE COMPENSATION PRACTICES
Logitech has employed a number of executive compensation practices that reflect its
compensation philosophy:
• As shown in the chart below under the heading “Pay Mix”, the majority of executive officers’
compensation is designed to be performance-based, using a variety of performance measures,
including measuring Logitech’s performance against Board-established fiscal and other targets for
annual incentive cash bonuses, and stock price growth for performance-based equity awards.
• Logitech has claw-back provisions that apply to its annual incentive cash plan and its equity awards
plans, which provide for the recovery of compensation by Logitech in certain events described below
under the heading “Recovery of compensation for restatements and misconduct”.
• Logitech does not allow trading in derivatives of Logitech securities or pledging of equity awards.
• Logitech does not maintain any payment arrangements that would be triggered solely by a “change in
control” of Logitech.
• Logitech does not provide special retirement benefits designed solely for executive officers.
In addition, Logitech has been a leader in providing our shareholders advisory votes on compensation.
Beginning in 2009, Logitech voluntarily submitted its compensation philosophy, policies, and procedures to a
shareholder advisory vote. Our voluntary practice is now a requirement under U.S. legislation that guarantees
shareholders the ability to periodically cast advisory votes on executive compensation, and is reflected in
Proposal 2 for our Annual General Meeting in September 2013. We remain committed to providing clear and
thorough disclosure on our executive compensation practices and actions, and our Compensation Committee will
carefully consider the voting results.
At our 2012 Annual General Meeting, shareholders demonstrated strong support for the compensation
of our named executive officers, voting in favor of our advisory compensation resolutions. The Compensation
Committee was mindful of this support for our pay-for-performance compensation philosophy in retaining our
general compensation practices and setting fiscal year 2013 compensation for our executive officers.
NAMED EXECUTIVE OFFICERS
In this Compensation Report, we refer to our “named executive officers” in many places. This term includes
the following individuals:
• Guerrino De Luca, our Chairman and former Chief Executive Officer.
• Bracken P. Darrell, our President and Chief Executive Officer.
• L.JosephSullivan,ourSeniorVicePresident,WorldwideOperations.
• Three former officers who were either serving as Chief Financial Officer during fiscal year 2013 or
were serving as executive officers of Logitech at the beginning of fiscal year 2013: Erik K. Bardman,
Junien Labrousse and Werner Heid.
ELEMENTS OF COMPENSATION
The principal components of our executive compensation programs are:
• Base salary.
• Performance-based cash compensation, in the form of annual incentive cash payments.
• Long-term equity incentive awards, which in fiscal year 2013 consisted of performance-based stock
options and time-based restricted stock units.
52