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DTE > SEC Filings for DTE > Form 8-K on 4-Mar-2009All Recent SEC Filings

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Form 8-K for DTE ENERGY CO


4-Mar-2009

Change in Directors or Principal Officers


Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers; Compensatory Arrangements of Certain Officers
Annual Incentive Plan
On February 26, 2009, the Organization and Compensation Committee of the DTE
Energy Company ("Company" or "DTE Energy") Board of Directors approved 2009
performance measures and targets for Anthony F. Earley Jr., David E. Meador,
Gerard M. Anderson, Gerardo Norcia and Bruce D. Peterson under the Company's
Annual Incentive Plan ("AIP"). These named executive officers and other
executives may receive cash awards under the AIP. The following table summarizes
the annual measures for 2009 under the AIP for Messrs. Earley, Meador, Anderson
and Peterson in determining their total annual incentive award:

                                Measures                           Weight
         DTE Energy Operating Earnings Per Share                      30 %
         DTE Energy Cash Flow                                         30 %
         Customer Satisfaction Percentile Ranking                     10 %
         Michigan Public Service Commission ("MPSC") Complaints       10 %
         Safety                                                       10 %
         Diversity Hiring                                             10 %

The following table summarizes the annual measures for 2009 under the AIP for Mr. Norcia in determining his total annual incentive award:

                                Measures                                 Weight
   Michigan Consolidated Gas Company ("MichCon") Operating Net Income       14 %
   MichCon Cash Flow                                                        14 %
   Customer Satisfaction Percentile Ranking                               10.5 %
   MPSC Complaints                                                        10.5 %
   Safety                                                                    7 %
   Diversity Hiring                                                          7 %
   Gas Storage & Pipeline Businesses ("GSP") Operating Net Income           12 %
   GSP Cash Flow                                                           7.5 %
   GSP New Project Development                                             7.5 %
   DTE Energy Operating Earnings Per Share                                  10 %

Based on market comparisons, each officer position is assigned a target award expressed as a percentage of base salary. Targets for these officers range from 60% to 100%, including the Chief Executive Officer. Award amounts paid to each officer are determined as follows: (1) the executive's most recent year-end base salary is multiplied by an AIP target percentage to arrive at the target award;
(2) the overall performance payout percentage, which can range from 0% to 175%, is determined based on final results compared to threshold, target and maximum levels for each objective; (3) the target award is then multiplied by the performance payout percentage to arrive at the calculated award; and (4) the calculated award is then adjusted by an individual performance modifier (assessment of an individual executive's achievements for the year), which can range from 0% to 150%, to arrive at the final award.


Long-Term Incentive Plan
On February 26, 2009, the Organization and Compensation Committee of the Company's Board of Directors approved 2009 performance measures and targets for executive officers under the DTE Energy Company 2006 Long Term Incentive Plan ("LTIP"). The LTIP, which was approved by our shareholders, rewards long-term growth and profitability by providing a vehicle through which officers, other key employees and outside directors may receive stock-based compensation. Stock-based compensation directly links individual performance with shareholder interests. Based on market comparisons, each officer position is assigned a target award expressed as a percentage of base salary. The target award may be modified by the Organization and Compensation Committee and is then delivered in the form of restricted stock, stock options and performance shares. Targets for these officers range from 115% to 300%, including the Chief Executive Officer. Performance shares: Performance shares entitle the executive to receive a specified number of shares, or a cash payment equal to the fair market value of the shares, or a combination thereof, depending on the level of achievement of performance measures. The performance measurement period for the 2009 award is January 1, 2009 through December 31, 2011. Payments earned under the 2009 award can range from 0% to 200% of target, based upon achievement of three performance measures. The three measures and weightings for Messrs. Earley, Meador, Anderson, and Peterson are: (1) balance sheet health (40%), (2) total shareholder return vs. total shareholder return of peer group companies (40%), and (3) employee engagement (20%). The three measures and weightings for Mr. Norcia are: (1) balance sheet health (20%), (2) total shareholder return vs. total shareholder return of peer group companies (40%), and (3) MichCon 3 year average return on equity (40%).


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