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ICONIX BRAND GROUP, INC. filed this Form PRE 14A on 04/01/2019
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Base Salary   Base salary represents amounts paid during the fiscal year to named executive officers as direct, fixed compensation under their respective employment agreements (in the case of Messrs. Galvin, Cuneo and Haugh) or Participation Agreements executed in connection with their participation in the Executive Severance Plan (in the case of Messrs. Jones and Schaefer) or at the discretion of the Compensation Committee (in the case of Mr. Wood) for their services to us. Base salaries are used to compensate each named executive officer for day-to-day operations during the year, and to encourage them to perform at their highest levels. We also use our base salary as an incentive to attract top quality executives and other management employees. Moreover, base salary and increases to base salary are intended to recognize the overall experience, position within our Company and expected contributions of each named executive officer to us.
Annual cash bonuses
(short-term incentives)
  We award bonuses to promote the achievement of our short-term, targeted business objectives by providing competitive incentive reward opportunities to our executive officers who can significantly impact our performance towards those objectives. Further, a competitive bonus program enhances our ability to attract, develop and motivate individuals as members of a talented management team. Following its previously disclosed commitment to do so, the Compensation Committee eliminated the historical practice of determining annual cash bonuses on a solely discretionary basis in 2016. Cash bonus awards are currently made pursuant to the Company’s AIP, which requires the achievement of measurable, pre-determined goals in order to be eligible for performance-based cash bonuses as more fully described below. In 2018, payment was based 75% on the achievement of certain revenue and operating income metrics that the Company did not achieve and 25% on personal employee performance. No named executive officers were eligible to receive payments under the 2018 AIP, except Mr. Haugh.
Equity-based compensation
(long-term incentives)

Beginning in 2016, annual equity awards were made in the form of RSUs and a target amount of PSUs granted pursuant to the terms of a long-term incentive compensation plan. These grants are designed to compensate our named executive officers for their expected ongoing contributions to our long-term performance:




·     Generally, the RSUs under the LTIP vest in equal installments annually over 3 years following the date of grant, or another period determined by the Compensation Committee, typically beginning on the first anniversary of the date of grant. No RSUs were awarded under the 2016 Plan in 2018.



·     Generally, PSUs vest upon the Company’s achievement of pre-determined adjusted operating income performance targets at the end of a three-year performance period, or such other period determined by the Compensation Committee. PSUs granted in 2018 under the 2018 LTIP are eligible to vest in equal installments at the end of each annual period during the three-year vesting period. There were no outstanding grants under the 2018 LTIP with respect to named executive officers as of December 31, 2018.


Perquisites and other personal benefits   During 2018, our named executive officers received a limited amount of perquisites and other personal benefits that we paid on their behalf.


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