January 15th, 2009
Yahoo's Bartz to earn $1M plus bonuses, options
Carol Bartz, Yahoo’s new CEO, will earn a base salary of $1 million, not counting bonuses, as well as stock options of 5 million shares, according to documents filed with the Securities and Exchange Commission. Her offer letter, excerpted below, lays out details on bonuses and stock options, as well as other forms of compensation.
1. Compensation. Your starting annual base salary will be at the rate of one million dollars ($1,000,000) per annum, less applicable taxes and withholdings, paid in accordance with the Company’s normal payroll practices and subject to annual review for increase (“Base Salary”). You will also be eligible to receive an annual target bonus of two hundred percent (200%) of your annual Base Salary (“Target Bonus”) to be determined by the Compensation Committee of the Board (the “Compensation Committee”) in its discretion based on your performance and the Company’s performance for the relevant year. The bonus program will have a maximum bonus of two (2) times the annual Target Bonus.
2. Inducement Stock Option Grant. As a part of the Company team, we strongly believe that ownership of the Company by our employees is an important factor to our success. Therefore, as part of your compensation, the Compensation Committee will grant you at its next scheduled meeting at which equity grants are to be made (currently scheduled for January 30, 2009) (the “Grant Meeting”) an option to purchase five million (5,000,000) shares of the Company’s common stock (the “Inducement Option”). The per share exercise price for the Inducement Option will be the fair market value of a share of the Company’s common stock on the date of grant as determined by the Compensation Committee… The Inducement Option shall be exercisable for seven (7) years from the date of grant, subject to earlier termination as provided herein, in the Plan and the applicable notice of stock option grant and stock option agreement.
The SEC filing also notes that Jerry Yang has stepped down as CEO, is returning to his former role of Chief Yahoo and will remain on the board of directors. The filing also notes that Yahoo President Sue Decker intends to resign her position after a transition period.
Sam Diaz is a senior editor at ZDNet. See his full profile and disclosure of his industry affiliations.
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