Summary of CONSTANT CONTACT, INC.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Constant Contact, Inc. (the "Company") is filing this Current Report on Form 8-K to report the following events, each of which occurred on December 4, 2012 and is described in more detail below:

• the Compensation Committee (the "Compensation Committee") of the Company's Board of Directors (the "Board") approved the 2013 annual base salaries for the Company's executive officers, including the Company's named executive officers (as identified in the Company's Proxy Statement for the 2012 Annual Meeting of Stockholders);

• the Compensation Committee adopted the Company's 2013 Executive Cash Incentive Bonus Plan (the "2013 Bonus Plan");

• the Compensation Committee approved a new form of nonstatutory stock option agreement and a new form of incentive stock option agreement for grants of stock options to executive officers under the Company's 2011 stock incentive plan (the "2011 Plan");

• the Compensation Committee approved new forms of restricted stock unit agreements for grants of performance-based restricted stock units ("RSUs") to executive officers under the 2011 Plan;

• the Compensation Committee approved awards of performance-based RSUs to its executive officers, including the named executive officers;

• the Compensation Committee adopted a Clawback Policy (the "Clawback Policy"); and

• the Compensation Committee approved the award of a discretionary cash bonus of $25,000 to Christopher M. Litster, the Company's Vice President and General Manager, EventSpot.

Base Salaries of Named Executive Officers

On December 4, 2012, the Compensation Committee approved the 2013 annual base salaries for the Company's executive officers, including the Company's named executive officers.

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The following table sets forth the current 2012 annual base salary for each of the Company's named executive officers and the 2013 annual base salary for each of the Company's named executive officers:

                                                                                  2012               2013
                                                                                 Annual             Annual
Name                                 Title                                    Base  Salary       Base  Salary
Gail F. Goodman                      Chairman, President and Chief
                                     Executive Officer                       $      450,000     $      450,000
Harpreet S. Grewal                   Executive Vice President, Chief
                                     Financial Officer and Treasurer         $      325,000     $      325,000
David Gilbertson                     Vice President and General Manager,
                                     SaveLocal                               $      200,000     $      220,000
Rick W. Jensen                       Senior Vice President, Chief Sales
                                     and Marketing Officer                   $      380,000     $      380,000
Christopher M. Litster               Vice President and General Manager,
                                     EventSpot                               $      230,000     $      250,000

2013 Executive Cash Incentive Bonus Plan

On December 4, 2012, the Compensation Committee adopted the 2013 Bonus Plan for its executive officers, including the Company's named executive officers. Target amounts payable under the 2013 Bonus Plan to the Company's executive officers are calculated as a percentage of the applicable executive officer's 2013 annual base salary described above.

The table below sets forth the target bonus percentage under the 2013 Bonus Plan, as a percentage of 2013 annual base salary, and the actual 2013 target bonus amount for each of the Company's named executive officers. The target bonus percentages for 2013 are unchanged from the target bonus percentages in effect in 2012.

                                         2013 Target
                                      Bonus  Percentage
                                     (as a percentage of
                                      2013 annual base      2013 Target
            Name                           salary)             Bonus
            Gail F. Goodman                 100%           $     450,000
            Harpreet S. Grewal               67%           $     217,750
            David Gilbertson                 40%           $      88,000
            Rick W. Jensen                   66%           $     250,800
            Christopher M. Litster           40%           $     100,000

Under the 2013 Bonus Plan, the Company's executive officers are eligible to receive cash incentive bonus payments based on the achievement of (i) quarterly corporate and/or business unit financial targets and (ii) semiannual department or business unit objectives, with 65% of the target cash incentive bonus allocated to the quarterly corporate and/or business unit financial targets and 35% of the target cash incentive bonus allocated to the semiannual department or business unit objectives. The only exception to this allocation is David Gilbertson, the Company's Vice President and General Manager, SaveLocal. In the case of Mr. Gilbertson, 55% of the target cash incentive bonus is allocated to the quarterly corporate financial targets and 45% of the target cash incentive bonus is allocated to the semiannual department or business unit objectives.

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Quarterly Corporate and/or Business Unit Financial Targets

The quarterly corporate and/or business unit financial targets under the 2013 Bonus Plan are based on the following corporate and business unit metrics:
(i) quarterly consolidated revenue growth ("QRG"), (ii) in cases of certain of the executive officers who manage a business unit, quarterly business unit revenue growth for that business unit ("QBURG"), and (iii) adjusted EBITDA margin, which is generally calculated by taking net income calculated in accordance with U.S. generally accepted accounting principles, adding depreciation and amortization and stock based compensation expense, adjusting for taxes and contingent consideration adjustment, if any, and subtracting interest and other income and then dividing by revenue ("Adjusted EBITDA Margin" or "AEM").

The quarterly QRG, QBURG and Adjusted EBITDA Margin targets are established by the Board as part of the budgeting process and subsequently approved by the Compensation Committee. As of the filing of this Current Report on Form 8-K, the Compensation Committee has not yet approved the quarterly QRG, QBURG or Adjusted EBITDA Margin targets for the 2013 Bonus Plan.

The Compensation Committee determines the portion of each executive officer's target cash incentive bonus that is allocated to each of the QRG metric, the QBURG metric and the Adjusted EBITDA Margin metric. For the Company's named executive officers, the allocations are as follows:

                                        QRG     QBURG    Adjusted EBITDA
              Name                     Metric   Metric    Margin Metric
              Gail F. Goodman           50%       -            15%
              Harpreet S. Grewal        50%       -            15%
              David Gilbertson          40%       -            15%
              Rick W. Jensen            50%       -            15%
              Christopher M. Litster    25%      25%           15%

Bonus payments related to the QRG metric or the QBURG metric will be based on the following levels of achievement, as a percentage of the quarterly target QRG bonus or target QBURG bonus, as applicable:

                    Less                                                                                                                                        140%
Achievement         than                                                                                                                                         and
Level                80%       80%       85%       90%       95%       100%       105%       110%       115%       120%       125%       130%       135%       Greater
Payout Percentage      0%       50%       63%       75%       88%       100%       125%       150%       175%       200%       225%       250%       275%          300%

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Bonus payments for achievement between the levels described in the table above will be made on a pro rata basis.

Bonus payments related to the Adjusted EBITDA Margin metric will be based on the following levels of achievement, as a percentage of the quarterly target Adjusted EBITDA Margin bonus:

< Target Target Target Target > Target Achievement AEM -1% Point AEM - 1% Point AEM AEM + 1% Point AEM + 1% Point Payout Percentage 0% 95% 100% 105% 105%

Bonus payments for achievement between the two Adjusted EBITDA Margin thresholds described above will be made on a pro rata basis.

Semiannual Department or Business Unit Objectives

The semiannual department or business unit objectives for each executive officer (other than Ms. Goodman) will be established by Ms. Goodman and reviewed with the Compensation Committee and will be tied to the financial and/or operating performance of the department or business unit in which the executive officer is engaged. The Compensation Committee will establish the semiannual objectives for Ms. Goodman. The semiannual department or business unit objectives will be established at the beginning of each of the first and third quarters of 2013. As of the date of the filing of this Current Report on Form 8-K, the semiannual department or business unit objectives for the Company's executive officers have not been established.

Forms of Stock Option Agreements

On December 4, 2012, the Compensation Committee approved a new form of nonstatutory stock option agreement and a new form of incentive stock option agreement for grants of stock options to executive officers under the 2011 Plan. The terms of the new forms of stock option agreements are consistent with the prior forms of stock option agreements, except that the new forms of stock option agreements eliminate the prior automatic vesting of 50% of the unvested portion of each stock option immediately upon a Change of Control (single trigger vesting) and instead provide that the stock option vests in full (rather than the remaining unvested portion) if, prior to the one year anniversary of a "Change of Control" of the Company, the employment of the executive officer is terminated by the Company without "Cause" or by the executive officer for "Good Reason," as each such term is defined in the stock option agreement.

Forms of Performance-Based Restricted Stock Unit Agreements

On December 4, 2012, the Compensation Committee approved a new form of performance-based restricted stock unit agreement (revenue based) (the "Revenue RSU Agreement") and a new form of performance-based restricted stock unit agreement (total shareholder return based) (the "TSR RSU Agreement") for grants of performance-based RSUs to the Company's executive officers, including its named executive officers, under the 2011 Plan.

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Under the terms of the Revenue RSU Agreement, the RSUs subject to the agreement will vest upon the achievement of both (i) a performance condition and (ii) a service condition. The performance condition will be satisfied if the Company achieves a specified quarterly revenue target over a specified measurement period. To satisfy the service condition, the executive officer must remain employed by the Company until the later of the applicable performance determination date and the second anniversary of the date of grant. The number of RSUs that will vest upon the achievement of the performance condition and the service condition will vary based on when the performance condition is satisfied, from a maximum of 100% of the number of target shares specified in the Revenue RSU Agreement to a threshold of 25% of the number of target shares specified in the Revenue RSU Agreement with no vesting, absent certain circumstances in a "Change of Control," if the threshold is not achieved.

Under the terms of the TSR RSU Agreement, the RSUs subject to the agreement will vest upon the achievement of a "Total Shareholder Return" target, as compared to a specified peer group of companies, provided that the executive remains employed through the measurement period. The number of RSUs that will vest upon achievement of the Total Shareholder Return target will vary based on the level of achievement from a maximum of 125% of the target shares specified in the TSR RSU Agreement to a threshold of 50% of the target shares specified in the TSR RSU Agreement, with no vesting, absent certain circumstances in a "Change of Control," if the threshold requirement is not achieved.

The vesting of RSUs under the Revenue RSU Agreement and the TSR RSU Agreement is subject to acceleration in certain circumstances in connection with a "Change of . . .