OREGON
(State or other jurisdiction of incorporation) |
000-30269
(Commission File Number) |
91-1761992
(I.R.S. Employer Identification No.) |
Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
| Revenue; | ||
| Earnings before interest, taxes, depreciation and amortization (EBITDA); and | ||
| Specified operational objectives. |
+ | Indicates a management contract or compensation arrangement. |
PIXELWORKS, INC.
(Registrant)
By:
/s/ Steven L. Moore
Date: December 31, 2009
Steven L. Moore
Vice President, Chief Financial Officer, Secretary and Treasurer
Plan Participant
|
An employee of the Company or its subsidiaries, approved by the Plan Administrator for participation in the Plan. | |
|
||
Performance Measures
|
Revenue, EBITDA and other operational objectives approved by the Plan Administrator for the applicable year. The Plan Administrator will establish the specific targets each year for the performance measures to be used under the Plan for that year. | |
|
||
Target Bonus
|
A percentage of base pay intended to be paid to a Plan Participant if 100% of Performance Measures are achieved. The Plan Administrator will establish the Target Bonus each year for each Participant in the Plan. | |
|
||
Overachievement
Bonus |
A multiple of the Target Bonus to be paid to a Plan Participant for a particular year if performance goals established by the Plan Administrator are exceeded by a specified amount. The Plan Administrator will establish the Overachievement Bonus (if any) each year for each Plan Participant. | |
|
||
Bonus Payout
|
The actual bonus awarded to the Plan Participant. | |
|
||
Plan Administrator
|
The Compensation Committee of the Companys Board of Directors. The Plan Administrator may assign certain administrative duties related to the Plan to employees of the Company. | |
|
||
Plan Year
|
The calendar year to which a particular bonus opportunity relates. | |
|
||
Termination
|
As to a particular Plan Participant, the cessation of the Plan Participants employment with the Company or its subsidiaries for any reason. |
| Be a regular full-time employee of the Company or any of its subsidiaries in a Director, Principal Architect, Senior Director, Fellow, Chief Architect, Senior Fellow, Vice President, Chief Financial Officer (CFO), President and/or Chief Executive Officer (CEO) role, or equivalent position and approved by the Plan Administrator for participation in the Plan for the applicable Plan Year; | ||
| Be employed in an eligible position for a minimum of three months during the Plan Year; and | ||
| Be actively employed by the Company on the day bonuses are paid to Plan Participants under the Plan. If a Plan Participant has a Termination for any reason before the payment date, the Plan Participant will not be entitled to any payment of a bonus under the Plan and no bonus (or portion thereof) shall be considered to have been earned regardless of how long he or she was employed during or after the Plan Year (subject to the discretion of the Plan Administrator as provided herein). |
(1) | Revenue must meet or exceed a baseline target that has been established by the Plan Administrator for the year. | |
(2) | Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) must meet or exceed a baseline target that has been established by the Plan Administrator for the year. |
(1) | Revenue | |
The bonus, if any, related to this measure is based on the excess of actual revenue over the baseline target, up to a specified maximum amount. | ||
(2) | Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) | |
The bonus, if any, related to this measure is based on the excess of actual EBITDA over a baseline target, up to a specified maximum amount. | ||
(3) | Operational Objectives | |
The bonus, if any, related to various operational measures is based on whether or not the specified objectives were achieved. |