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| FNSR > SEC Filings for FNSR > Form 8-K on 9-Dec-2008 | All Recent SEC Filings |
9-Dec-2008
Change in Directors or Principal Officers
Executive Officer Compensation
On December 3, 2008, the Compensation Committee of the Board of Directors
(the "Compensation Committee") of Finisar Corporation (the "Company") approved
the following base salaries for four executive officers for whom compensation
information was provided in the Company's joint proxy statement/prospectus dated
July 31, 2008 and Eitan Gertel, who joined the Company as Chief Executive
Officer following the Company's combination with Optium Corporation which was
consummated on August 29, 2008. For purposes of this report, these individuals
are referred to as the "named executive officers." The Compensation Committee
had previously deferred decisions regarding executive officer compensation
arrangements for fiscal 2009 until after the completion of the merger. The new
base salaries are effective as of July 15, 2008, the effective date of annual
salary adjustments for the Company's non-officer employees.
Base Salary
Name Title Effective July 15, 2008
Jerry S. Rawls Chairman of the Board $ 444,000
Eitan Gertel Chief Executive Officer $ 444,000
Joseph A. Young Senior Vice President,
Operations and Engineering $ 355,000
David Buse Senior Vice President and
General Manager, Network Tools
Division $ 303,000
Stephen K. Workman Senior Vice President, Finance,
and Chief Financial Officer $ 272,000
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On the same date, the Compensation Committee approved target bonus levels for
fiscal 2009 for each of the named executive officers equal to 100% of their base
salary. The actual bonuses payable to the named executive officers other than
Messrs. Rawls and Gertel will be based (i) 70% on the achievement of goals to be
established by the Committee related to the Company's cash position at the end
of the 2009 fiscal year and (ii) 30% on the achievement of individual goals and
objectives established by the Chairman and the Chief Executive Officer. Bonuses
payable to Messrs. Rawls and Gertel will be based (i) 70% on such cash goals and
(ii) 30% on such other considerations as the Committee, in its discretion, shall
determine. Bonuses that become payable to the named executive officers will be
payable in cash, or in restricted stock units ("RSUs") that will vest quarterly
over the 2010 fiscal year, or in a combination of cash and RSUs, at the
discretion of the Committee.
Option Grants to Executive Officers
In connection with its annual review of executive officer compensation, the
Compensation Committee on December 3, 2008 also approved grants of options to
purchase shares of the Company's common stock to each of the following named
executive officers:
Name Title No. of Shares
Jerry S. Rawls Chairman of the Board 306,207
Eitan Gertel Chief Executive Officer 306,207
Joseph A. Young Senior Vice President,
Operations and Engineering 244,828
David Buse Senior Vice President and
General Manager, Network Tools
Division 208,966
Stephen K. Workman Senior Vice President, Finance,
and Chief Financial Officer 187,586
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Each option was granted effective December 12, 2008, the third trading day following the Company's public announcement of preliminary financial results for its fiscal quarter ended November 2, 2008, and has an exercise price equal to the closing per share sale price of the Company's common stock on December 12, 2008, as quoted on the Nasdaq Global Select Market. Each option will vest and become exercisable, subject to the optionee's continued employment with the Company, to the extent of 25% of the shares subject to the option on the eight-month anniversary of the effective date of grant, and an additional 6.25% of such shares on each of the next 12 quarterly anniversaries of the initial vesting date. The options will expire on December 12, 2018. Each option was granted pursuant to the Company's 2005 Stock Incentive Plan and the standard form of option agreement used for the grant of options under such plan.
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