|
Quotes & Info
|
| EXH > SEC Filings for EXH > Form 8-K on 26-Feb-2013 | All Recent SEC Filings |
26-Feb-2013
Change in Directors or Principal Officers
Officers
Adoption of Incentive Program for 2013
On February 21, 2013, the compensation committee of our board of directors (the
"Committee") adopted a short-term incentive program (the "2013 Incentive
Program") to provide the short-term cash incentive compensation element of our
total direct compensation program for this year. The Committee set the cash
incentive target under the 2013 Incentive Program for each of the following
individuals, our Named Executive Officers, as a specified percentage of his base
salary:
2013 Cash
Incentive
Target
Executive (% of base
Officer Title salary)
D. Bradley President and Chief
Childers Executive Officer 100
William M. Executive Vice President and 70
Austin Chief Financial Officer
Joseph G. Senior Vice President
Kishkill 70
Ronaldo Senior Vice President
Reimer 70
Daniel K. Senior Vice President
Schlanger 70
|
Each Named Executive Officer's potential cash incentive payout ranges from 0% to 200% of his target, as may be adjusted by the Committee in its discretion.
Actual payouts under the 2013 Incentive Program will be based on the Committee's assessment of our performance for 2013 relative to one or more of the following performance indicators, as well as such other factors or criteria that the Committee in its discretion deems appropriate:
• Financial performance, including EBITDA, as adjusted;
• Safety, to be assessed by specific corporate, regional
and group metrics, including the incident rate for
recordable injuries;
• Service quality, to be assessed by various regional and
group metrics for measuring and enhancing customer
service, including equipment service availability; and
• People, to be assessed by successful implementation of
various regional and group initiatives intended to
optimize and enhance our company culture.
The Committee intends to award performance-based short-term incentive
compensation under the 2013 Incentive Program based on its assessment of:
(1) for all Named Executive Officers, overall company financial performance,
including EBITDA, as adjusted, (2) for Messrs. Kishkill, Reimer and Schlanger,
each officer's operating unit performance relative to the performance
indicators, (3) each officer's individual contribution toward our company and/or
operating unit performance, including his demonstrated leadership and
implementation of our business strategy, (4) the recommendations of our Chief
Executive Officer (other than with respect to himself), and (5) any other
factors or criteria that the Committee may choose to consider, in its
discretion. No specific weight will be given to any of these factors. The
Committee has reserved the right to modify the list of performance indicators,
as well as target levels of one or more of these indicators, in its discretion
based on internal and external developments during the course of 2013.
We anticipate that awards earned under the 2013 Incentive Program for the year ending December 31, 2013 will be determined and paid in the first quarter of 2014.
Adjustments to Base Salaries for 2013
On February 21, 2013, the Committee set the 2013 annual base salaries of our Named Executive Officers as follows:
Executive 2013 Base Salary Officer Title ($) D. Bradley President and Chief Childers Executive Officer 650,000 William M. Executive Vice President and Austin Chief Financial Officer 300,000 Joseph G. Senior Vice President Kishkill 355,000 Ronaldo Senior Vice President Reimer 330,000 Daniel K. Senior Vice President Schlanger 365,000 |
We anticipate that adjustments to base salaries will be effective in late March 2013.
|
|