Rayovac 2008 Annual Report Download - page 101

Table of Contents
Index to Financial Statements
Nonqualified Deferred Compensation Table(1)
Name
Executive
Contributions
in FY 2008(2)
Company
Contributions
in FY 2008(3)
Aggregate
Earnings
in FY 2008(4)
Aggregate
Withdrawals
in FY 2008
Aggregate
Balance
at 9/30/2008(5)
Kent J. Hussey $ — $ 112,500 $ 68,914 $ — $ 930,332
David R. Lumley $ — $ 75,000 $ 12,480 $ — $ 168,480
John A. Heil $ — $ 67,500 $ 15,483 $ — $ 209,019
(1) For Fiscal 2008, the Company offers the SERP to certain executives. The participants in the SERP are Mr. Hussey, Mr. Lumley and Mr. Heil. On
October 1 of every year, an amount equal to 15% of a participant’s annual base salary is credited to the participant’s account. In addition, each
participant’s account receives an annual interest credit of 8%. Following the end of Fiscal 2008, the Company froze the SERP and fully vested all
participants. Account balances of active participants as of the date the SERP was frozen will be paid their entire balance in January 2009.
(2) The SERP does not require employee contributions, and the deferred compensation plan has no executives actively deferring any compensation.
(3) Represents the 15% of annual base salary credit each participant in the SERP receives on October 1 of each year.
(4) Represents the 8% interest credit each participant in the SERP receives per year and the earnings received on participants deferred compensation balance.
(5) Represents balance for the SERP only as of September 30, 2008.
Termination and Change in Control Provisions
Awards under the Company’s Incentive Plans
Each named executive officer has received and currently holds stock options and/or restricted stock awards under the 1997 Rayovac Incentive Plan and the
2004 Rayovac Incentive Plan, including those made under the Company’s LTIP incentive program. As described above, Mr. Hussey, Mr. Genito, Mr. Lumley
and Mr. Heil are also participants in the cash-based portion of the Company’s 2009 LTIP and in the 2009 MIP. Each of these incentive plans contain provisions
triggered by a change in control of the Company. For purposes of these incentive plans, change in control generally means the occurrence of any of the following
events:
(i) the acquisition, by any individual, entity or group of beneficial ownership of 20% or more of either the then outstanding shares of Common Stock or
the combined voting power of the then outstanding voting securities of the Company entitled to vote generally in the election of directors;
(ii) individuals who constituted the Board of Directors at the effective time of either of the plans and directors who are nominated and elected as their
successors from time to time cease for any reason to constitute at least a majority of the Board;
(iii) approval by the stockholders of the Company of a reorganization, merger, share exchange or consolidation; or
(iv) approval by the stockholders of the Company of either a complete liquidation or dissolution of the Company or the sale or other disposition of all or
substantially all of the assets of the Company.
In the event of a change in control:
(i) all stock options and stock appreciation rights outstanding as of the date the change in control occurs will become fully vested and exercisable;
(ii) the restrictions and other conditions applicable to any restricted stock or other stock-based awards, including vesting requirements, will lapse, and
the awards will become free of all restrictions and fully vested;
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Source: Spectrum Brands, Inc, 10-K, December 10, 2008