Executive Compensation Answer Book Book

• Fundamental Concepts of Executive Compensation
• Building a Total Compensation Strategy
• Defining the Executive Job and Employment Terms
• Identifying and Evaluating Executive Candidates
• Base Salary
• Annual Incentives
• Equity-Based Long-Term Incentive Plans
• Non-Equity-Based Long-Term Incentives
• Executive Benefit Plans
• Perquisites and Other Benefits
• Special Early Retirement Programs
• Executive Contracts
• Small-Company Versus Large-Company Practices
• Executive Compensation for the Not-for-Profit Organization
• Executive Compensation in the Public Sector
• Executive Compensation in High-Technology and Start-Up Companies
• Compensation for Division Executives
• Compensation for Temporary Executives
• Executive Compensation Practices During a Restructuring
• Private Versus Public Companies
• Compensation for Boards of Directors
• U.S. Executives Working Overseas
• Trends in Executive Compensation
• Administration and Communication of Executive Benefits

• Appendix A: Executive Position Descriptions
• Appendix B: Sample Employment and Severance Agreements
• Appendix C: Sample Short-Term Incentive Plan
• Appendix D: Sample Long-Term Incentive Plans
• Appendix E: Sample Equity Compensation Plans
• Appendix F: Sample Stock Purchase Plan
• Appendix G: Sample Economic Value-Added Bonus Plan
• Appendix H: Sample Supplemental Executive Retirement Plans
• Appendix I: IRS Model Rabbi Trust Agreement
• Appendix J: Sample Change-of-Control Agreement
• Appendix K: Sample Deferred Compensation Plan for Nonprofit Organization
• Appendix L: Sample Proxy Disclosures
• Appendix M: Sample Proposals to Increase the Number of Shares Used in an Executive Compensation Plan
• Appendix N: Sample Proposal to Approval Performance-Based Compensation Plan as Defined Under Code Section 162(m)
• Appendix O: Code Section 162(m): Recent IRS Rulings
• Appendix P: Code Section 280G: Cases and IRS Rulings
• Appendix Q: Sample Compensation Plans for Outside Directors
• Appendix R: Frequently Asked Questions About Stock Options
• Index