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EX-10.1 - EX-10.1 - Speed Commerce, Inc. | c58218exv10w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934
Pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 10, 2010
NAVARRE CORPORATION
(Exact name of Registrant as specified in its charter)
Minnesota | 000-22982 | 41-1704319 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
7400 49th Avenue North, New Hope, MN 55428
(Address of principal executive offices)
(Address of principal executive offices)
Registrants telephone number, including area code: (763) 535-8333
Not Applicable
(Former name or former address, if changed since last report.)
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 1.01 Entry into Material Definitive Agreement |
Item 9.01 Financial Statements and Exhibits |
SIGNATURES |
Exhibit Index |
Fiscal Year 2011 Annual Management Incentive Plan |
Item 1.01 Entry into a Material Definitive Agreement
On May 10, 2010, the Compensation Committee (the Committee) of the Board of Directors of Navarre
Corporation (the Company) approved the Fiscal Year 2011 Annual Management Incentive Plan (the
Plan), which is filed as Exhibit 10.1 to this report and incorporated into this Item 1.01 by
reference. The Plan establishes criteria to be met in order for cash bonuses to be paid to the
Companys executive officers and other management employees. Bonuses may be earned based on the
achievement of certain Company financial objectives and individual goals during the fiscal year
ending March 31, 2011 (Fiscal Year 2011). The annual Bonus Pool is the amount of money
available for payout of bonuses as determined by the Compensation Committee based upon the
aggregate bonus potential of all participants and the extent to which the financial objectives and
individual objectives have been achieved. However, the Committee reserves the right to change,
suspend, or discontinue the Plan at any time without prior notice to participants.
The Committee has selected the following financial objectives for Fiscal Year 2011: consolidated
EBITDA and net sales targets, as indicated in the Plan, and, for subsidiary participants,
subsidiary specific EBITDA and net sales targets. Thresholds for the financial objectives payout
will be attainment of 80% of target or greater for EBITDA and 90% of target or greater for net
sales, with payouts occurring between threshold and target on a sliding scale. In addition, if
consolidated EBITDA exceeds the target, the Bonus Pool will be increased by 25% of the excess
amount, and participants will share in the enhanced Bonus Pool on a pro-rata basis. However,
individual participant bonus payments under the Plan are capped at 150% of the participants target
bonus. The Committee believes that achievement of the target financial objectives will be
challenging for the participants.
The Committee approved the following target bonus opportunities for our executive officers: Cary L.
Deacon 80% of base salary; J. Reid Porter 55% of base salary; and each of Gen Fukunaga, Joyce
Fleck and Calvin Morrell 50% of base salary.
The Committee also approved a maximum discretionary pool of $500,000. The Committee may determine,
in its discretion, to reward participants with exemplary performance during the fiscal year out of
the discretionary pool whether or not financial objectives are achieved.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits. The following exhibit is filed with this document:
Exhibit | ||
10.1
|
Fiscal Year 2011 Annual Management Incentive Plan |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly authorized.
NAVARRE CORPORATION |
||||
Dated: May 14, 2010 | By: | /s/ Cary L. Deacon | ||
Name: | Cary L. Deacon | |||
Title: | President and CEO |
Exhibit Index
Exhibit No. | Description | |
10.1
|
Fiscal Year 2011 Annual Management Incentive Plan |