Item 5.02 - Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements with Certain
Officers.
Management Incentive Compensation Plan for Key Employees
On February 24, 2009, the Compensation Committee of the Board of Directors of
IDEX Corporation (the "Company") amended and restated the Management Incentive
Compensation Plan for Key Employees (the "MICP") to add additional performance
criteria on which bonuses could be paid, as well as eliminate set weightings for
the objective performance criteria. In the future bonuses under the MICP may be
based on any one or more of the following criteria: margin growth, net earnings
(either before or after interest, taxes, depreciation and amortization),
economic value-added (as determined by the Compensation Committee), sales or
revenue, net income (either before or after taxes), operating earnings, cash
flow (including, but not limited to, operating cash flow and free cash flow),
return on capital, return on assets (net or gross), return on stockholders'
equity, stockholder returns, return on sales, gross or net profit margin,
productivity, expense margins, operating efficiency, customer satisfaction,
working capital, earnings per share, price per share, new product development,
and market share. Each year the Compensation Committee will set the performance
criteria and the weightings for each performance criteria selected. 65% of the
bonus is dependent upon satisfaction of the objective performance criteria
selected by the Compensation Committee from the above list. The remaining 35% of
an executive's bonus is determined based on an internally-assessed business unit
product innovation objective (10%), and performance against 12 behavioral
objectives ("qualitative behavioral factors") set forth in the MICP (25%),
neither of which was changed.
On February 24, 2009 under the revised MICP, the Compensation Committee set the
following performance objectives for the officers of the Company participating
in the plan, with the following weightings for 2009:
50% - earnings per share
15% - cash flow
10% - business unit innovation
25% - qualitative behavioral factors
Item 9.01 - Financial Statements and Exhibits.
(d) Exhibits
10.1 Revised and Restated IDEX Corporation Management Incentive Compensation
Plan for Key Employees, effective as of January 1, 2009