Vistaprint 2010 Annual Report Download - page 132

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Proxy Statement
Fiscal 2011 long-term cash incentives
In September 2010, the Compensation Committee, with the approval of our Supervisory Board, granted a
four-year cash incentive award to each of our named executive officers under which each executive is eligible
to receive 25% of his or her total award for each of our fiscal years ending June 30, 2011, 2012, 2013 and
2014 based on our achievement of EPS targets for each fiscal year. The following table sets forth the potential
aggregate payments that our executive officers would be eligible to receive over four years under these long-
term performance awards if we achieve the medium range of our EPS targets in each of the four fiscal years
covered by the awards. The actual amount that we pay to each officer will be determined by Vistaprint’s level
of achievement of the EPS goals for each fiscal year as determined by the Compensation Committee and could
be higher than the amounts listed below or as low as zero.
Name
Target Aggregate
Long-Term Cash
Incentive Amount
($)
Robert S. Keane .................................................. $562,500
Wendy M. Cebula ................................................. $400,000
Michael Giannetto ................................................. $355,000
Janet F. Holian ................................................... $400,000
Benefit Programs
The Compensation Committee has specifically chosen to provide named executive officers with the same
health and welfare benefits provided to other employees based in the same geographic location. The
Compensation Committee believes that all employees based in the same geographic location should have
access to similar levels of health and welfare benefits. As such, named executive officers have the opportunity
to participate in the same medical, dental, vision, and disability plans, group life and accidental death and
disability insurance and other benefit plans as those offered to all other employees based in the same
geographic location. U.S. based employees may also participate in a 401(k) plan which provides a company
match of up to 50% on the first 6% of the participant’s annual salary that is contributed, with company
matching contributions vesting ratably over a four year period.
Perquisites
In general, executives are not entitled to benefits that are not otherwise available to all other employees
who work in the same geographic location.
We do, however, have arrangements with some of our named executive officers to reimburse them for
living and relocation expenses relating to their work outside of their home countries. In fiscal 2010, we paid a
total of $160,486 in connection with Janet Holian’s expatriate assignment in our Barcelona office in her role
of President of Vistaprint Europe, including rent, telephone and other utilities, real estate agency fees,
transportation, local Spanish taxes and tax gross up amounts. In addition, Robert Keane, our Chief Executive
Officer, moved to our Paris, France office from our Lexington, Massachusetts office, and we paid $38,986
during fiscal 2010 in reimbursement of relocation expenses. We paid these amounts for Ms. Holian and
Mr. Keane in Euros and have converted them to U.S. dollars for reporting purposes of this proxy statement.
Executive Retention and Other Agreements
We have entered into amended and restated executive retention agreements, or retention agreements, with
Messrs. Keane and Giannetto, Ms. Cebula and Ms. Holian. Under the retention agreements, if we terminate a
named executive officer’s employment without cause (as defined in the retention agreements) or the executive
terminates his or her employment for good reason (as defined in the retention agreements) before a change in
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