Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(e) Fiscal Year 2009 Incentive Compensation Program
On February 19, 2009, the Management Development and Compensation Committee (the
"Committee") of KB Home (the "Company") determined that the payment of any
fiscal year 2009 incentive compensation to Jeffery T. Mezger, President and
Chief Executive Officer; William R. Hollinger, Senior Vice President and Chief
Accounting Officer; Glen Barnard, Senior Vice President, KBnxt Group; and Kelly
Masuda, Senior Vice President and Treasurer (collectively, the Company's "Named
Executive Officers") shall be subject to the achievement of certain levels of
performance with respect to two objective performance goals under the Amended
and Restated KB Home 1999 Incentive Plan. The first performance goal is based on
achievement of specified levels of pre-tax income or loss of the Company, and
the second is based on achievement of specified levels of operating cash flow.
If the specified threshold level of performance with respect to either goal is
achieved, the fiscal year 2009 incentive compensation program will fund at its
maximum level, and the payout opportunities for each of the Named Executive
Officers shall be as set forth in the table below. The target percentage is a
percentage of base salary, while the threshold percentage is equal to 25% of the
target, and the maximum percentage is equal to 200% of the target. Furthermore,
in all cases, the amount of incentive compensation actually paid can be reduced
or eliminated at the discretion of the Committee.
Threshold Percentage Target Percentage Maximum Percentage
Jeffrey T. Mezger 50 % 200 % 400 %
William R. Hollinger 20 % 80 % 160 %
Glen Barnard 20 % 80 % 160 %
Kelly Masuda 20 % 80 % 160 %
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