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Sensata Technologies Holding N.V.'s SEC Filings

S-1/A
SENSATA TECHNOLOGIES HOLDING PLC filed this Form S-1/A on 03/09/2010
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The 2008 base increase for Thomas Wroe, Jeffrey Cote, Martha Sullivan, Steve Major and Richard Dane were based on an evaluation of their base salary relative to market base compensation and their individual contributions. Their individual contributions are summarized below:

 

Thomas Wroe:

    Delivered greater than $337 million of Adjusted EBITDA in 2007
    Achieved year-end cash balance of greater than $100 million, excluding proceeds from financing associated with and cash used for acquisitions
    Continued to build the Sensata brand through customer relationships and ensuring university and community relationships were sustained

 

Jeffrey Cote:

    Built a stand-alone global financial reporting system
    Achieved year-end cash balance of greater than $100 million, excluding proceeds from financing associated with and cash used for acquisitions
    Established robust financial compliance systems and protocols

 

Martha Sullivan:

    Delivered customer satisfaction by reducing Not-on-Time Delivery from 4.7% in 2006 to 2.9% in 2007
    Invested $36 million in research and development during 2007
    Continued accelerating growth in revenue from Asia with $347 million in net revenue generated in 2007

 

Steve Major:

    Delivered $883 million in net revenue for our sensors segment during 2007
    Delivered $242 million in Adjusted EBITDA for our sensors segment during 2007
    Executed on organic new business opportunities

 

Richard Dane:

    Achieved $20 million of material cost improvement excluding commodity prices in 2007
    Successfully managed worldwide manufacturing capacity to customer demand
    Successfully relocated manufacturing product lines to lower cost regions without impact to customer demand

 

In 2009, due to the economic downturn, we maintained all base salaries at 2008 levels for our officers and executive officers, including our Named Executive Officers.

 

Annual Incentive Bonus. Annual incentive bonuses are used to provide compensation to officers and executive officers, including Named Executive Officers, which is tied directly to our annual Adjusted EBITDA (earnings

before interest, taxes, depreciation, amortization and certain other costs as defined in the Senior Secured Credit Facility) growth goal, which is aligned with our Sponsors’ growth objectives. If we meet our Adjusted EBITDA growth goal, then we pay out 100% of the pre-determined bonus pool. If we exceed our Adjusted EBITDA growth goal, then we pay out more than 100% of the pre-determined bonus pool, and if we fall short of our Adjusted EBITDA growth goal, we pay out less than 100% of the pre-determined bonus pool. We expect the payout percentages relative to our performance scale to be determined by the Chief Executive Officer and reviewed and approved by the compensation committee at the beginning of each year. The performance target for the Chief Executive Officer is set by the compensation committee based on comparables supplied by the Vice President of Total Rewards and the amount of the annual incentive bonus to be paid to the Chief Executive Officer is determined by the compensation committee based on our achievement of our Adjusted EBITDA growth goal, as such targets may be adjusted by the compensation committee, with input provided by the Chief Executive Officer. For 2009, based on our 2009 performance, we did not pay annual incentive bonus for our officers and executive officers, including our Named Executive Officers, since we fell below our performance target.

 

Depending on our performance relative to the pre-determined incentive Adjusted EBITDA target of $371.8 million for the plan year 2009, the actual cash bonus for these executive officers can be less than or greater than

 

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