2019 (the EICP Pool). However, the Compensation Committee determined that the EICP Pool will not be more than 2.0x the product of (1) the aggregate dollar amount of the
participants Target Award Opportunities and (2) the participants annual base salary in effect as of September 30, 2019.
In no event may any Named Executive Officers annual bonus exceed two times his or her respective Target EICP Award Opportunity, and no
participant is guaranteed a minimum award under the EICP. The Compensation Committee has the discretion to increase or decrease the amount of any payout in its sole discretion.
A participants actual bonus award will be determined by achievement of the participants individual performance goals, in each case
in accordance with objective measures required by the terms of the EICP and the exercise of the Compensation Committees discretion.
2019 Long-Term Incentive
. The Compensation Committee approved the type of grant and form of grant agreement to be used in
connection with the 2019 annual long-term incentive awards for the Named Executive Officers. The 2019 awards consist of, for each Named Executive Officer, a grant of restricted stock units and performance units in the approximate grant date fair
value amount set forth below. The grants for each Named Executive Officer, with the exception of Mr. Mukherjee, were made pursuant to the 2016 McDermott International, Inc. Long-Term Incentive Plan (the 2016 LTIP), and the grants to
Mr. Mukherjee were made pursuant to the amended and restated Chicago Bridge & Iron 2008 Long-Term Incentive Plan (the CB&I 2008 LTIP). The terms and conditions of the 2019 grants under the 2016 LTIP and the amended and
restated CB&I 2008 LTIP are consistent in all material respects. The foregoing description of the grants of restricted stock units and performance units is a summary and is qualified in its entirety by reference to the forms of the restricted
stock unit and performance unit grant agreements, which are included as Exhibits 10.1 and 10.2 to this report.
|
|
|
|
|
|
|
|
|
Named Executive Officer
|
|
Restricted Stock Units
|
|
|
Performance Units
|
|
David Dickson
|
|
$
|
4,150,000
|
|
|
$
|
4,150,000
|
|
Stuart Spence
|
|
$
|
1,000,000
|
|
|
$
|
1,000,000
|
|
Samik Mukherjee
|
|
$
|
1,000,000
|
|
|
$
|
1,000,000
|
|
John Freeman
|
|
$
|
600,000
|
|
|
$
|
600,000
|
|
Linh Austin
|
|
$
|
300,000
|
|
|
$
|
300,000
|
|
Brian McLaughlin
|
|
$
|
362,500
|
|
|
$
|
362,500
|
|
Scott Munro
|
|
$
|
200,000
|
|
|
$
|
200,000
|
|
Ian Prescott
|
|
$
|
275,000
|
|
|
$
|
275,000
|
|
Perquisite Program
. The Compensation Committee approved a perquisite program for certain of our
executive officers, including each of the Named Executive Officers. The perquisite program provides for financial planning services and an executive physical, to be reimbursed to the participant or paid directly to the participants provider of
choice, in a combined amount not to exceed $20,000. No other perquisites are provided to executive officers, with the exception of company-required spousal travel for (1) the Chief Executive Officer, and (2) the remaining Named Executive
Officers, as approved by the Chief Executive Officer.
Deferred Compensation Plan Company Contribution
. The Compensation
Committee approved a 2019 company contribution under the McDermott International, Inc. Director and Executive Officer Deferred Compensation Plan (the Deferred Compensation Plan) for certain of our executive officers, including the Named
Executive Officers, in an amount equal to 5% of Compensation (as defined in the Deferred Compensation Plan) received from McDermott during 2018. Additionally, Mr. Mukherjee received a discretionary contribution from McDermott under the Deferred
Compensation Plan in the amount of $17,853, which amount is equal in value to 5% of the amount of base salary he would have earned for the period from January 1, 2018 through his date of hire.
Change in Control Agreements.
The Compensation Committee approved a new form of Change in Control Agreement for each
executive officer who currently has a Change in Control Agreement, with the exception of Messrs. Dickson and Spence. The new form of Change in Control Agreement is consistent in all material respects with the form of Change in Control Agreement
being replaced, except that the term of the new form of Change in Control Agreement will extend for an additional three years, from March 16, 2019 through March 15, 2022, and the form of Change in Control Agreement for Messrs. Mukherjee,
Austin, McLaughlin, Munro, Prescott and other
3