Attached files
file | filename |
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8-K - FORM 8-K - TANDY BRANDS ACCESSORIES INC | c19467e8vk.htm |
EX-10.1 - EXHIBIT 10.1 - TANDY BRANDS ACCESSORIES INC | c19467exv10w1.htm |
Exhibit 10.2
Summary of
Fiscal 2012 Long-Term Incentive Program
for Tandy Brands Accessories, Inc.
Fiscal 2012 Long-Term Incentive Program
for Tandy Brands Accessories, Inc.
Pursuant to authority granted by the Board of Directors of Tandy Brands Accessories, Inc.
(the Company), on June 24, 2011, the Compensation Committee of the Companys Board of
Directors approved the Companys fiscal 2012 long-term incentive program, pursuant to which
performance units will be granted to the Companys executive officers for the performance period
beginning July 1, 2011 and ending June 30, 2013. Under the long-term incentive program, target
awards are expressed as a dollar amount, with threshold, target and maximum payout opportunities
expressed as a percentage of the target award (actual payouts may range anywhere between the
threshold and maximum percentages). No payout will occur unless threshold performance is achieved.
The Compensation Committee approved the following payout opportunities for achieving threshold, target and maximum
performance:
Threshold | Maximum | |||||||||||
Executive Officer | (as a % of Target) | Target | (as a % of Target) | |||||||||
Chief Executive Officer |
50 | % | $ | 350,000 | 200 | % | ||||||
Chief Accounting Officer |
50 | % | $ | 60,000 | 200 | % | ||||||
Other Executive Officers |
50 | % | $ | 100,000 | 200 | % |
To support the Companys focus on creating long-term shareholder value, the financial metric
approved by the Compensation Committee to determine whether target performance has been achieved is
earnings per share, as an average over the performance period, with aggressive performance targets
set by the Compensation Committee. Each performance unit award will generally be comprised 50% of
cash and 50% of phantom shares of the common stock of the Company. The number of phantom shares of
common stock attributable to the performance unit award will be determined based on the fair market
value of the Companys common stock on the date of grant. Assuming continued employment, if, at
the end of the performance period, at least the threshold performance level has been achieved, the
performance units vest and, to the extent earned, will be settled in cash. The Board of Directors
of the Company may, in its discretion, adjust the target measures to exclude one-time,
non-operating items that may occur during the performance period, and, if shares are available
under the Companys benefit plans, pay the portion of the award payable in phantom shares with
common stock of the Company. All awards issued pursuant to the 2012 long-term incentive program
are made under the Companys 2002 Omnibus Plan.