EXHIBIT 10.26
1998-1999 STRATEGIC INCENTIVE PLAN
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PURPOSE: TO ATTRACT, RETAIN, AND SIGNIFICANTLY REWARD A SELECT GROUP
OF INDIVIDUALS FOR THE ACHIEVEMENT OF AGGRESSIVE, MEASURABLE
STANDARDS OF CORPORATE PERFORMANCE. PAYMENTS IN STOCK ARE
INTENDED TO ASSIST PARTICIPANTS IN ACHIEVING SPECIFIED
OWNERSHIP GUIDELINES AND PROMOTE AN ENTREPRENEURIAL APPROACH
TO THE BUSINESS.
ELIGIBILITY: Approximately 150 executives in the Company
PERFORMANCE
PERIOD: Two Years
AWARD FREQUENCY: Annually, performance periods will be overlapping.
PERFORMANCE
MEASURES: Groups
100% Division Contribution (aggregate 1998 and 1999)
Corporate
100% Earnings Per Share (EPS) (aggregate 1998 and 1999)
PERFORMANCE
WEIGHTINGS: Corporate Performance - 30%; Group Performance - 70% for
those participants with a target award of 100%
Corporate Performance - 20%; Group Performance - 80%
For those participants with a target award of 75%
Corporate Performance - 10%; Group Performance - 90%
For those participants with a target award of 40% - 60%
Corporate Performance -100% for all Corporate participants
RELATIONSHIP OF
PERFORMANCE
TO PAYOUT:
PAYOUT LEVEL
AS OF % OF
PERFORMANCE LEVEL TARGET AWARD
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120% 125%
110% 110%
100% 100%
90% 70%
80% 50%
Bonus will not be paid below 80% level
1998-1999 STRATEGIC INCENTIVE PLAN
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TARGET AWARD: For those participants with a target award equivalent to
100% of base pay, the award is denominated 100% in stock
units based on the stock price at the beginning of the
performance period.
For those participants with a target award equivalent to 75%
of base pay, the award is denominated 75% in stock units
based on the stock price at the beginning of the performance
period.
For those participants with a target award equivalent to
40%-60% of base pay, the award is denominated 50% in stock
units based on the stock price at the beginning of the
performance period.
PAYOUT FORM: The mix of payments under this Plan between cash and stock
will change as specified stock ownership guidelines are
achieved
Payments will be made in stock for that portion of the award
which is initially denominated in stock units as described
above.
Upon achievement of the ownership guidelines, the
participant may elect the form of payment, either cash or
stock, with the opportunity for voluntary deferrals.
PAYMENT: Bonus payments will be made after the year-end financial
results have been reviewed and certified by Arthur Andersen
LLP. Proposed bonus payments for Senior Executives will be
reviewed and approved by the Human Resource and Compensation
Committee.
WITHHOLDING: Participants receiving a portion of their bonus payment in
stock may elect to pay Federal, state and local withholding
tax obligations to the Company in cash or request that the
Company withhold a number of shares of common stock equal in
value to the withholding tax amount.