Vistaprint 2014 Annual Report Download - page 135

Download and view the complete annual report

Please find page 135 of the 2014 Vistaprint 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 152

  • 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

31
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, from time to time enter into 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. You can find more information about these arrangements in the Summary Compensation Table of this proxy
statement.
Severance
When Hauke Hansen's employment with Vistaprint was terminated, we terminated the executive retention
agreement Dr. Hansen entered into with us dated June 18, 2012 and entered into a separation agreement dated
June 30, 2014 with him providing for the following payments and benefits subject to his satisfaction of certain
severance conditions:
• A cash severance payment in the aggregate amount of CHF 491,813
• Cash payouts of Dr. Hansen’s annual and long-term cash incentive awards for fiscal year 2014, as set forth
in the sections of this CD&A entitled "Annual Cash Incentive Awards" and "Long-Term Cash Incentives Relating
to Fiscal 2014 Performance," in the same amounts that he would have received if he had remained an employee
of Vistaprint
• The acceleration of the vesting of Dr. Hansen’s restricted share units and share options that would have vested
between July 1, 2014 and December 31, 2014
• A lump-sum pension plan contribution in the gross amount of CHF 53,617
• Payment of Dr. Hansen’s expenses for the preparation and filing of his calendar year 2014 Dutch tax filing
• A cash payment of CHF 10,000 as consideration for Dr. Hansen's non-competition and non-solicitation
agreement
We deducted from the payments and benefits paid pursuant to the separation agreement all applicable tax and
social security withholdings, as well as Dr. Hansen’s reimbursement obligation to Vistaprint for his Swiss tax
liabilities. After netting these deductions against the payments and benefits to which Dr. Hansen was entitled under
the separation agreement, Dr. Hansen paid us approximately CHF 22,000 in satisfaction of his reimbursement
obligation.
Executive Retention and Other Agreements
We have entered into executive retention agreements with all of our executive officers. Under the executive retention
agreements, if we terminate an executive officer’s employment without cause (as defined in the agreements) or the
executive terminates his or her employment for good reason (as defined in the agreements) before a change in control
of Vistaprint or within one year after a change in control (as defined in the agreements), then the executive is entitled
to receive:
• A lump sum severance payment equal to two years’ salary and bonus, in the case of Mr. Keane, or one year’s
salary and bonus, in the case of the other executive officers. These severance payments are based on the
executive’s then current base salary plus the greater of (1) the target bonus for the then current fiscal year, or
(2) the target bonus for the then current fiscal year multiplied by the average actual bonus payout percentage for
the previous three fiscal years.
• With respect to any outstanding annual incentive award under our Performance Incentive Plan, a pro rata portion,
based on the number of days from the beginning of the then current fiscal year until the date of termination, of
his or her target incentive for the fiscal year multiplied by the average actual payout percentage for the previous
two fiscal years. If there is no change in control of Vistaprint during the fiscal year, this pro rata portion is capped
at the actual amount of annual incentive that the executive would have received had he or she remained employed
by Vistaprint through the end of the fiscal year.
• With respect to any outstanding multi-year award under our Performance Incentive Plan, a pro rata portion, based
on the number of days from the beginning of the then current performance period until the date of termination, of
his or her mid-range target incentive for the then current performance period multiplied by the average actual
payout percentage for the previous two fiscal years. If there is no change in control of Vistaprint during the
applicable performance period, this pro rata portion is capped at the actual amount of incentive for the performance
Proxy Statement