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Quotes & Info
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| PRM > SEC Filings for PRM > Form 8-K on 27-Mar-2009 | All Recent SEC Filings |
27-Mar-2009
Change in Directors or Principal Officers
On March 25, 2009, the Compensation Committee (the "Committee") of the Board of Directors of PRIMEDIA Inc. (the "Company") approved supplemental, performance-based grants of restricted stock and cash awards under the Company's 1992 Stock Purchase and Option Plan, as amended (the "Plan"), to certain members of the Company's management, including the following named executive officers:
Target Shares Available Target Cash Available to
to be Earned for 2009 be Earned for 2009
Name and Title (# of shares) ($)
Dean Nelson 20,000 109,200
Chairman
Charles Stubbs
President and Chief Executive 43,971 240,082
Officer
Arlene Mayfield
Senior Vice President and 10,000 54,600
President, Apartment Guide
Kim Payne
Senior Vice President and 5,000 27,300
Chief Financial Officer
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The extent to which these restricted stock and cash awards vest, if at all, is contingent upon the extent to which the Company achieves the applicable target EBITDA (as defined under the Company's Executive Incentive Compensation Plan, an annual, performance-based cash incentive program) for the 2009 fiscal year:
• If the Company's actual EBITDA for 2009 does not meet or exceed 90% of the target EBITDA for such year, then these restricted stock and cash awards are forfeited.
• If the Company's actual EBITDA for 2009 is at least 90% of the target EBITDA for such year but is less than 100% of the target EBITDA for such year, then the shares of restricted stock shall become vested with respect to the target number of shares, and the cash award shall become vested with respect to the target amount of cash, multiplied by the percentage that equals the sum of (i) 50% plus (ii) the product of that percentage determined by dividing the amount of EBITDA that exceeds 90% of targeted EBITDA by 10% of targeted EBITDA for the year multiplied by 50%.
• If the Company's actual EBITDA for 2009 meets or exceeds 100% of the target EBITDA for such year, then 100% of these restricted stock and cash awards will vest.
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