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WDR > SEC Filings for WDR > Form 8-K on 19-Feb-2009All Recent SEC Filings

Show all filings for WADDELL & REED FINANCIAL INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for WADDELL & REED FINANCIAL INC


19-Feb-2009

Entry into a Material Definitive Agreement, Financial Statements and


ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On February 17, 2009, the Compensation Committee (the "Committee") of the Board of Directors (the "Board") of Waddell & Reed Financial, Inc. (the "Company") adopted performance goals under the Company's 2003 Executive Incentive Plan, as amended and restated (the "EIP"), for the Company's 2009 fiscal year. Pursuant to the EIP, eligible participants may receive incentive awards of cash and restricted stock upon the achievement of these goals. The 2009 performance goals are attached hereto as Exhibit 10.1 and incorporated herein by reference.
The cash awards for each participant will be calculated as a designated percentage (ranging from 9% to 32%) of the aggregate cash award amount available for grant to all participants, which amount is equal to four percent of the Company's 2009 adjusted operating income. The restricted stock award for each participant will be calculated as a designated percentage (ranging from 11% to 20%) of the aggregate restricted stock award amount available for grant to all participants, the amount of which is based upon the attainment of a targeted 2009 adjusted return on equity. The Committee, in its discretion, designates the Company's executive officers that are eligible to receive incentive awards under the EIP, as well as sets the designated percentage of the incentive award each participant is entitled to earn upon achievement of the financial performance goals. Under the terms of the EIP, the Committee has the right, in its discretion, to reduce or eliminate entirely the amount of any incentive award payable to any participant, but any such reduction may not increase the award of another participant. For the 2009 fiscal year, the Committee designated the Chief Executive Officer, the Chief Financial Officer and the next three most highly compensated officers (the "Named Executive Officers") of the Company eligible for the following maximum percentages of the aggregate cash and restricted stock awards granted under the EIP:

                                                                        Maximum
                                                                     Percentage of
                                           Maximum Percentage of   Restricted Stock
Named Executive Officers                        Cash Awards             Awards

Henry J. Herrmann,                                  32%                   20%
Chief Executive Officer

Daniel P. Connealy,                                 9%                    11%
Senior Vice President and Chief
Financial Officer

Michael L. Avery,                                   17%                   19%
Senior Vice President and Chief
Investment Officer

Thomas W. Butch,                                    15%                   17%
Senior Vice President and Chief
Marketing Officer

Daniel C. Schulte,                                  9%                    11%
Senior Vice President and General
Counsel



ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

10.1 2009 Performance Goals established under the Waddell & Reed Financial, Inc. 2003 Executive Incentive Plan, as amended and restated.


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