|
Delaware
(State
or other jurisdiction
of
incorporation )
|
1-15274
(Commission
File No.)
|
26-0037077
(I.R.S.
Employer Identification No.)
|
|
6501
Legacy Drive
Plano,
Texas
(Address
of principal executive offices)
|
75024-3698
(Zip
code)
|
| · |
A
lump sum cash payment equal to annualized base salary plus target
annual
cash incentive compensation (at 100% of the target incentive opportunity
in effect at the time of termination) with respect to a period of
18
months following termination;
|
| · | Payment for services rendered through the termination date, including accrued base salary, pay in respect of earned but unused paid time off, and prorated annual cash incentive compensation for service during the year of termination at 100% of the executive’s target incentive compensation opportunity under the Company's Management Incentive Compensation Program at the time of termination; |
| · |
A
lump sum payment in respect of additional paid time off, if any,
under the
Company’s paid time off policy;
|
| · |
A
lump sum payment, grossed-up for income taxes, reflecting the
Company-financed portion of the premiums toward medical, dental,
and life
insurance coverage for 18 months;
|
| · | A lump sum payment of $25,000 toward outplacement and financial counseling services; and |
| · |
Immediate
vesting of all unvested long term incentive stock awards and stock
options.
|
|
Item
|
Amount
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|||
|
18
months of annualized base salary plus target annual
cash incentive
compensation ...............................................................................
|
$
|
1,968,750
|
||
|
Prorated
annual incentive compensation for 2006 (at target),
including an offset of $15,804 for previously paid salary
and
vacation.......................................................................................................
|
$
|
216,902
|
||
|
18
months of Company-financed portion of premium toward
life insurance coverage, grossed-up for income
taxes......................................................................................................................
|
$
|
2,542
|
||
|
Outplacement
and financial counseling
services..................................................................................................................
|
$
|
25,000
|
||
|
Value
of restricted stock
units.................................................................................
|
$
|
3,725,403
|
||
|
Value
of stock
options..............................................................................................
|
$
|
4,084,026
|
||
|
Total.....................................................................................................................
|
$
|
10,022,623
|
||
| · |
Obligation
not to disclose confidential or proprietary information of the Company,
which continues indefinitely following termination of
employment;
|
| · |
Obligation
to refrain from activities designed to influence or persuade any
person
not to do business or to reduce their business with the Company,
which continues for 18 months following termination of
employment;
|
| · |
Obligation
to refrain from attempting to influence or persuade any of the Company’s
employees to leave their employment with the Company and to refrain
from
directly or indirectly soliciting or hiring employees of the Company,
which continues for 18 months following termination of employment;
and
|
| · |
Obligation
not to undertake work for a competing business, which continues for
18
months following termination of employment.
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