Logitech 2014 Annual Report Download - page 139

Potential Payments Upon Involuntary Termination
Name Base Salary Bonus Equity Total
Bracken Darrell
(if terminating between April 2013 - April 2014) ............. $1,125,0001$1,125,0002n/a $2,250,000
Bracken Darrell
(if terminating between April 2014 - April 2015) ............. $ 750,0003$ 750,0004n/a $1,500,000
Vincent Pilettte
(if terminating between September 2013 - September 2014) .... $ 500,0005$ 400,0006$3,772,1287$4,672,128
Vincent Pilettte
(if terminating between September 2014 - September 2015) .... $ 500,0008$ 400,0009$ 868,57810 $1,768,578
(1) Represents 150% of Mr. Darrell’s fiscal year 2014 annual base salary in effect on March 31, 2014.
(2) Represents 150% of Mr. Darrell’s fiscal year 2014 target bonus in effect on March 31, 2014.
(3) Represents 100% of Mr. Darrell’s fiscal year 2014 annual base salary in effect on March 31, 2014.
(4) Represents 100% of Mr. Darrell’s fiscal year 2014 target bonus in effect on March 31, 2014.
(5) Represents 100% of Mr. Pilette’s fiscal year 2014 annual base salary in effect on March 31, 2014.
(6) Represents 100% of Mr. Pilette’s fiscal year 2014 annual base salary in effect on March 31, 2014.
(7) Represents value of 33% vesting of Mr. Pilette’s initial restricted stock unit grant for 175,000 shares (as of
September 15, 2014 this grant was completely vested) and 100% of Mr. Pilette’s restricted stock unit grant for
195,000 shares (as of September 15, 2014, 116,666 shares from this grant remain unvested) using Logitech’s
stock price in effect on March 31, 2014.
(8) Represents 100% of Mr. Pilette’s fiscal year 2014 annual base salary in effect on March 31, 2014.
(9) Represents 100% of Mr. Pilette’s fiscal year 2014 annual base salary in effect on March 31, 2014.
(10) Represents value of 33% vesting of Mr. Pilette’s initial restricted stock unit grant for 175,000 shares (as of
September 15, 2014 this grant was completely vested) using Logitech’s stock price in effect on March 31, 2014.
COMPENSATION OF DIRECTORS
For fiscal year 2014, the compensation of the members of the Board of Directors that are not Logitech
employees, or non-employee directors, was established by the Committee for Board Compensation, which at the
time consisted of Guerrino De Luca, our Chairman. For fiscal year 2015, the Committee for Board Compensation
has been terminated, and the compensation of non-employee directors will be determined by the Compensation
Committee, consisting entirely of independent directors, and recommended to the full Board for approval.
The general policy is that compensation for non-employee directors should be a mix of cash and equity-
based compensation. For fiscal year 2014, to assist the committee in its annual review of director compensation,
Logitech’s compensation department provided director pay practices and compensation data compiled from the
annual reports and proxy statements of companies within the NASDAQ 100 and technology companies generally
considered comparable to Logitech.
For fiscal year 2014, cash compensation of non-employee directors consists solely of annual retainers based
on Board and committee service and payment for travel days in connection with Board meetings. Non-employee
directors also receive an annual RSU grant based on a fixed market value. These grants vest on the one-year
anniversary of Board service. For fiscal year 2014, the annual RSU grant value was adjusted from CHF 120,000
($135,692) to CHF 135,000 ($152,654) to reflect increases in the market for board compensation.
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