Delaware | 1-32858 | 72-1503959 | ||
(State or other jurisdiction of | (Commission File Number) | (IRS Employer Identification No.) | ||
incorporation) |
11700 Katy Freeway, Suite 300 | ||
Houston, Texas | 77079 | |
(Address of principal executive offices) | (Zip Code) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Name of Officer | Position | Former Base Salary | New Base Salary | |||||||
Joseph C. Winkler
|
Chairman and Chief Executive Officer |
$ | 640,000 | $ | 775,000 | |||||
Brian K. Moore
|
President and Chief Operating Officer |
$ | 424,000 | $ | 500,000 | |||||
Jose A. Bayardo
|
Senior Vice
President and Chief Financial Officer |
$ | 232,000 | $ | 362,300 | |||||
James F. Maroney
|
Vice President and
General Counsel |
$ | 260,000 | $ | 328,000 | |||||
Kenneth L. Nibling
|
Vice President,
Human Resources and Administration |
$ | 244,000 | $ | 290,900 |
| The program continues to provide for four levels of targeted financial performance based on the Companys achievement of pre-established EBITDA targets (Entry, Expected Value, Over Achievement and Stretch), with individual target bonus opportunity expressed as a percentage of each participants base salary. | ||
| The 2010 fiscal year continues to be divided into three performance periods, with separate targeted EBITDA for each performance period. The table below sets forth the performance periods and percentage of bonus opportunity that may be earned for the relevant period. |
% of Bonus Opportunity at Expected Value of Performance | ||||
Performance Period | that can be Earned | |||
January 1, 2010 June 30, 2010 |
40 | % | ||
July 1, 2010 December 31, 2010 |
40 | % | ||
January 1, 2010 December 31, 2010 |
20 | % |
| If, at the end of the 2010 fiscal year, the Compensation Committee determines that the Company generated positive net income in 2010, the following bonus opportunities would apply if the Company achieves a level of pre-established targeted EBITDA: |
At Expected Value of Performance | ||||||||
New Bonus Opportunity | ||||||||
January 1 - | July 1 - | January 1 - | ||||||
Previous Bonus | June 30, 2010 | December 31, 2010 | December 31, 2010 | |||||
Name | Opportunity | 40% can be earned | 40% can be earned | 20% can be earned | ||||
Joseph C. Winkler |
100% | No change | No change | No change | ||||
Brian K. Moore |
75% | No change | No change | No change | ||||
Jose A. Bayardo |
60% | No change | 75% | 67.5% | ||||
James F. Maroney |
50% | No change | 60% | 55% | ||||
Kenneth L. Nibling |
50% | No change | 60% | 55% |
| If, at the end of the 2010 fiscal year, the Compensation Committee determines that the Company did not generate positive net income in 2010 but achieved a level of pre-established targeted EBITDA, the named executive officers will receive reduced bonus opportunities as follows, which represent a reduction to two-thirds of each officers New Bonus Opportunity: |
2010 Reduced Bonus Opportunity | ||||||
at Expected Value of Performance | ||||||
January 1 - | July 1 - | January 1 - | ||||
June 30, 2010 | December 31, 2010 | December 31, 2010 | ||||
Name | 40% can be earned | 40% can be earned | 20% can be earned | |||
Joseph C. Winkler |
67% | 67% | 67% | |||
Brian K. Moore |
50% | 50% | 50% | |||
Jose A. Bayardo |
40% | 50% | 45% | |||
James F. Maroney |
33% | 40% | 36.5% | |||
Kenneth L. Nibling |
33% | 40% | 36.5% |
Complete Production Services, Inc. |
||||
By: | /s/ Jose A. Bayardo | |||
Jose A. Bayardo | ||||
Vice President and Chief Financial Officer | ||||