Vistaprint 2014 Annual Report Download - page 132

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of the goal, then the total annual cash incentive payout would be zero even if the other goal were achieved.
The fiscal 2014 payout percentage was capped at a maximum of 200%.
As calculated under the fiscal 2014 annual cash incentive awards, Vistaprint’s constant currency revenue was
$1,254,600,410, which was below the constant currency revenue goal of $1,292,126,992 described above, and its
EPS was $1.84, which was an overachievement of the EPS goal of $1.62 - $1.78 described above. Based on the
70/30 weighting of these two goals and in accordance with the formula set forth above, this level of achievement would
have yielded a payout percentage of 106.9% of the executives’ targets. However, after considering Vistaprint's 2014
performance as a whole, including a number of non-recurring factors that impacted the company's financial results,
such as the positive revenue contributions of the company's 2014 acquisitions as well as their dilutive impact to net
income, the write down of the Namex Limited investment, and the impact of job eliminations and an office closure, the
Compensation Committee concluded that the company's performance did not support a payout of 106.9%. Therefore,
the Committee exercised its negative discretion to reduce the payout percentage for the 2014 annual cash incentive
awards to 98.2%, which was the same payout percentage calculated for the 2014 bonuses paid to Vistaprint's non-
executive employees and which the Committee believes appropriately reflects the company's performance.
The Compensation Committee set Mr. Keane’s fiscal 2014 target annual incentive at a level to maintain his annual
cash compensation (base salary plus annual cash incentive) at the 50th percentile of our primary peer group. The
Compensation Committee determined the fiscal 2014 target annual incentives of our other executive officers based
on its philosophy of setting their annual cash compensation at the 50th percentile of our primary peer group and
published compensation surveys, and also to reflect each executive’s performance and internal equity with other
Vistaprint executives. The following table sets forth the target annual cash incentive awards for our named executive
officers and the actual payouts on those awards for fiscal 2014.
Name
Target Annual
Incentive
Actual Annual
Incentive Paid
Robert S. Keane ...................................................................................................................... € 756,000 € 742,392
Katryn S. Blake ....................................................................................................................... $ 335,000 $ 328,970
Donald R. Nelson .................................................................................................................... $ 220,000 $ 216,040
Ernst J. Teunissen ................................................................................................................... € 265,000 € 260,230
Hauke K.U. Hansen (1) ........................................................................................................... CHF 100,000 CHF 98,200
(1) Dr. Hansen is no longer an executive officer effective in June 2014.
Long-Term Incentive Program
Our long-term incentive program is designed to focus our executives and employees on long-term performance and
value creation for the company and our shareholders. The Compensation Committee, with recommendations from our
independent compensation consultant, determines the mix among our three long-term incentive vehicles - which may
include share options, restricted share units, and long-term cash incentives - for our executives and employees.
Share Options and Restricted Share Units for Executives
The Compensation Committee believes that granting equity awards is an effective way to motivate our executives
to manage the company in a manner that is consistent with the long-term interests of both the company and our
shareholders, with equity awards generating greater returns for our executives and employees as our share price
increases. Our share options and restricted share units also provide us with an important retention tool, as the equity
grants vest over a multiple-year period only if the executive continues to be employed by us on each vest date.
As part of the Compensation Committee’s redesign of our long-term executive compensation program in fiscal 2012,
which involved the grant to our executive officers of multi-year, premium-priced share option awards, our Supervisory
Board adopted resolutions that, until fiscal 2016 at the earliest, we will not grant any additional long-term incentive
award in any form to Mr. Keane or any additional share options to our other current executive officers. Accordingly, in
fiscal 2014 we did not grant any new share options to any of our executive officers, and we did not grant any restricted
share units to Mr. Keane. Our executive officers other than Mr. Keane received restricted share units that vest over
four years. Each unit that vests is automatically converted into an ordinary share of Vistaprint on a one-to-one basis.