EX-99.1 2 b59115mcexv99w1.htm EX-99.1 2006 EXECUTIVE MANAGEMENT COMPENSATION PLAN exv99w1
 

 

 

 

 

 

EXHIBIT 99.01

ART TECHNOLOGY GROUP, INC.
2006 EXECUTIVE MANAGEMENT COMPENSATION PLAN

     The following executive officers of ATG are eligible to participate in this plan, subject to the execution by the executive officer of the Terms and Conditions of Participation set forth as Exhibit A to this plan. The target bonus payout for the indicated periods and the applicable performance metrics for each executive officer are as follows :

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TARGET BONUS

 

 

 

 

 

 

PAYOUT

 

 

 

 

 

 

(AT 100% OF

 

 

 

 

 

 

PERFORMANCE

 

 

TITLE

 

PERIOD

 

METRICS)

 

PERFORMANCE METRICS

 

 

 

 

 

 

 

CEO

 

Annual*

 

$200,000

 

35% ATG Worldwide Product &

 

 

 

 

 

 

Service Revenue

 

 

 

 

 

 

10% ATG Worldwide Hosting Revenue

 

 

 

 

 

 

35% ATG Operating Profit**

 

 

 

 

 

 

20% MBOs

 

 

 

 

 

 

 

CFO

 

Annual*

 

$100,000

 

30% ATG Operating Profit**

 

 

 

 

 

 

30% ATG Revenue

 

 

 

 

 

 

20% Investor Satisfaction

 

 

 

 

 

 

20% Cash Mgmt

 

 

 

 

 

 

 

SVP SALES

 

Annual *

 

$40,000

 

100% ATG Operating Profit**

 

 

 

 

 

 

 

 

 

Quarterly

 

$40,000/quarter

 

50% ATG Revenue

 

 

 

 

($160,000/year)

 

50% Bookings

 

 

 

 

 

 

 

SVP MARKETING

 

Annual*

 

$100,000

 

30% ATG Operating Profit**

 

 

 

 

 

 

40% ATG Revenue

 

 

 

 

 

 

30% Marketing Initiatives

 

 

 

 

 

 

 

SVP HUMAN

 

Annual*

 

$80,000

 

40% ATG Operating Profit**

RESOURCES

 

 

 

 

 

25% ATG Revenue

 

 

 

 

 

 

20% HR Initiatives/MBOs

 

 

 

 

 

 

15% Employee Satisfaction

 

 

 

 

 

 

 

SVP PRODUCTS &

 

Annual*

 

$100,000

 

30% ATG Operating Profit**

TECHNOLOGY

 

 

 

 

 

30% ATG Revenue

 

 

 

 

 

 

40% Achieving Product Roadmap

 

 

 

 

 

 

Quality and Delivery on Schedule

 

 

 

 

*

 

No bonus will be paid for the annual period unless ATG achieves, at minimum, 50% of its operating profit goal for 2006.

 

 

 

**

 

In measuring the ATG operating profit, restructuring charges and option expensing are excluded but amortization and depreciation are included.

 


 

EXHIBIT A

TERMS AND CONDITIONS OF PARTICIPATION
ATG 2006 EXECUTIVE MANAGEMENT COMPENSATION PLAN

1.

 

No incentive payments will be paid unless you are actively employed by ATG at the time incentive payments are made, or unless otherwise provided in a separate written agreement between you and ATG. Payments are generally made six to twelve weeks following the end of the applicable period if approved financial statements are available.

 

 

 

2.

 

These payments are offered as an incentive, but are not guaranteed. ATG (including the Compensation Committee of ATG’s Board of Directors) reserves the sole right to make changes to any and all terms and conditions of the 2006 Executive Management Compensation Plan due to changes in business conditions, performance of the executive or the company or other factors, at the sole discretion of the Compensation Committee of ATG’s Board of Directors.

 

 

 

3.

 

ATG reserves the right to make goal substitutions to meet changing business requirements. There may be additional deliverables not explicitly detailed in the attached MBO listing, as specified by ATG Management.

 

 

 

4.

 

Participation in the 2006 Executive Management Compensation Plan is no guarantee of participation in any subsequent plans. The company reserves the sole right to designate participants, and to make any and all changes to a participant’s yearly plan.

 

 

 

5.

 

The final payout amount to the executive officers, except the chief executive officer, must be approved by the Compensation Committee of ATG’s Board of Directors, including payout of any amounts over 100% of target and partial payments when targets are partially achieved. The final payout amount to the chief executive officer will be recommended to the Board of Directors by the Compensation Committee of ATG’s Board of Directors and approved by the ATG Board of Directors. Additional factors may be considered in determining the final payout amount.

 

 

 

6.

 

In all circumstances, the amount and timing of any incentive payment are solely within the discretion of the Compensation Committee of ATG’s Board of Directors and the ATG Board of Directors, regardless of the provisions of the 2006 Executive Management Compensation Plan.

 

 

 

Agreed by:

 

 

 

 

 

 

 

 

 

 

 

 

Executive Signature

 

Date

 

 

 

 

 

 

 

 

 

 

CEO Signature

 

Date