XM Radio 2008 Annual Report Download - page 142

Name Conditions for Payouts
Lump Sum
Severance
Payment
($)
Accelerated
Equity
Vesting(1)
($)
Continuation of
Insurance
Benefits(2)
($)
Tax
Gross-Up
($)
Total
($)
Patrick L. Donnelly . . . Termination without cause or for
good reason 1,125,000 — 15,806 — 1,140,806
If following the occurrence of a
change-in-control, termination
without cause or for good reason 1,125,000 34,544 15,806 — 1,175,350
David J. Frear . . . . . . . Termination without cause or for
good reason 1,450,000 — 15,806 — 1,465,806
If following the occurrence of a
change-in-control, termination
without cause or for good reason 1,450,000 50,634 15,806 — 1,516,440
(1) Assumes that unvested equity would vest upon a change-in-control as stated in our stock incentive plans.
Amounts were calculated based on the closing price of our common stock on December 31, 2008 of
$0.12. The accelerated vesting of options is valued at (a) the difference between the closing price and the
exercise price of the options times (b) the number of shares of common stock underlying the options. The
accelerated vesting of restricted stock and restricted stock units is valued at the closing price times the
number of shares of restricted stock and restricted stock units.
(2) Assumes that medical and dental benefits would be continued under COBRA for up to 18 months at cur-
rent rates; thereafter assumes rate of two times current employer costs. Assumes that life insurance would
be continued at rate of two times current employer cost.
(3) If Mr. Meyer’s employment terminates due to a scheduled retirement, then continuation of insurance bene-
fits cost is estimated to be $17,225, instead of $25,237.
Director Compensation Table for 2008
The following table provides compensation information for the year ended December 31, 2008 for each
of our non-employee directors. Directors who are employees do not receive compensation for their services as
directors. Ms. Amble and Messrs. Hartenstein, Huber, Mendel, Parsons, Shaw and Zients joined our board of
directors on July 28, 2008. Their compensation below is for payments following that date:
Name
Fee Earned or
Paid in Cash
($)
Stock
Awards(1)(2)
($)
Option
Awards(1)(3)
($)
Non-Equity
Incentive Plan
Compensation
($)
Change in
Pension Value of
Non-Qualified
Deferred
Compensation
Earnings
($)
All Other
Compensation
($)
Total
($)
Joan L Amble ............ 20,000 — 746 — — — 20,746
Leon D. Black ............ 12,500 — 42,506 — — — 55,006
Lawrence F. Gilberti ....... 70,000 — 42,506 — — — 112,506
Eddy W. Hartenstein ....... 12,500 — 746 — — — 13,246
James P. Holden .......... 60,000 — 42,506 — — — 102,506
Chester A. Huber, Jr. ...... — — — — — — —
John W. Mendel .......... — — — — — — —
James F. Mooney .......... 80,000 — 42,506 — — — 122,506
Jack Shaw ............... 12,500 — 746 — — — 13,246
Jeffrey D. Zients .......... 12,500 — 746 — — — 13,246
(1) Amounts represent expense recognized for financial statement reporting purposes for the fiscal year ended
December 31, 2008 in accordance with SFAS No. 123R, disregarding estimates of forfeitures related to ser-
vice-based vesting conditions. Please refer to Note 14 of the audited consolidated financial statements in our
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