Attached files

file filename
S-1/A - AMENDMENT NO.4 TO FORM S-1 - ZIPCAR INCds1a.htm
EX-3.4 - FORM OF SECOND AMENDED AND RESTATED BY-LAWS OF REGISTRANT - ZIPCAR INCdex34.htm
EX-4.1 - SPECIMAN STOCK CERTIFICATE - ZIPCAR INCdex41.htm
EX-3.2 - FORM OF EIGHTH RESTATED CERTIFICATE OF INCORPORATION - ZIPCAR INCdex32.htm
EX-23.1 - CONSENT OF PRICEWATERHOUSECOOPERS LLP - ZIPCAR INCdex231.htm
EX-10.7 - 2011 STOCK INCENTIVE PLAN - ZIPCAR INCdex107.htm
EX-23.2 - CONSENT OF BAKER TILLY VIRCHOW KRAUSE, LLP - ZIPCAR INCdex232.htm
EX-24.2 - POWER OF ATTORNEY OF MARGARET C. WHITMAN - ZIPCAR INCdex242.htm
EX-10.8 - FORM OF INCENTIVE STOCK OPTION AGREEMENT - ZIPCAR INCdex108.htm
EX-10.9 - FORM OF NONSTATUTORY STOCK OPTION AGREEMENT - ZIPCAR INCdex109.htm
EX-10.11 - OFFER LETTER AGREEMENT - ZIPCAR INCdex1011.htm
EX-10.41 - RESTRICTED STOCK AGREEMENT - ZIPCAR INCdex1041.htm
EX-10.37 - FORM OF INDEMNIFICATION AGREEMENT - ZIPCAR INCdex1037.htm
EX-10.42 - FORM OF NONSTATUTORY STOCK OPTION AGREEMENT - ZIPCAR INCdex1042.htm
EX-10.40 - RESTRICTED STOCK AGREEMENT - ZIPCAR INCdex1040.htm
EX-10.39 - RESTRICTED STOCK AGREEMENT - ZIPCAR INCdex1039.htm

Exhibit 10.38

Zipcar, Inc.

2011 Executive Bonus Plan

Bonus Metrics

Bonus payments for Zipcar, Inc. executives for fiscal 2011 shall be based upon the achievement of the following metrics:

 

  1. Financial Targets that shall have an overall 80% weighting; and

 

  2. Individual Targets, or MBOs, that shall have an overall 20% weighting.

The Financial Targets shall be those that have been approved by the Board of Directors and are comprised of three factors:

 

  1. Revenue, which will have a 50% weighting (the “Revenue Target”);

 

  2. EBITDA, which will have a 25% weighting (the “EBITDA Earnings Target”); and

 

  3. Adjusted EBITDA, which will have a 25% weighting (the “Adjusted EBITDA Earnings Target”).

Calculation of Bonus Payouts Based on Financial Targets

No bonus payment shall be made with respect to a Financial Target unless the following minimum percentage of such Target is achieved:

 

   

at least 85% of the Revenue Target;

 

   

at least 85% of the EBITDA Earnings Target; or

 

   

at least 75% of the Adjusted EBITDA Earnings Target.

Bonus Payouts shall be straight-lined; the following is an example of certain target levels:

 

  A. For the Revenue or EBITDA Earnings Target:

 

  i. Achievement of 85% of the target will equal a 25% bonus payout for such target

 

  ii. Achievement of 90% of the target will equal a 50% bonus payout for such target

 

  iii. Achievement of 95% of the target will equal a 75% bonus payout for such target

 

  iv. Achievement of 100% of the target will equal a 100% bonus payout for such target

 

  B. For the Adjusted EBITDA Earnings Target:

 

  i. Achievement of 75% of the target will equal a 25% bonus payout for such target

 

  ii. Achievement of 80% of the target will equal a 40% bonus payout for such target

 

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  iii. Achievement of 85% of the target will equal a 55% bonus payout for such target

 

  iv. Achievement of 90% of the target will equal a 70% bonus payout for such target

 

  v. Achievement of 95% of the target will equal a 85% bonus payout of such target

 

  vi. Achievement of 100% of the target will equal a 100% bonus payout of such target

Calculation of Bonus Payouts Above 100%

If the Company achieves at least 85% of each of the Revenue Target and EBITDA Earnings Target and at least 75% of the Adjusted EBITDA Earnings Target, then to the extent the achievement of any of the Financial Targets is greater than 100%, bonus payouts associated with such target or targets may exceed 100% as described below (“Additional Bonus Amounts”). In no event would Additional Bonus Amounts actually paid out be in excess of 20% of actual Adjusted EBITDA for 2011. Additional Bonus Payments will be straight-tlined on the same basis as set forth above. For example

 

  A. Achieving 105% of the Revenue Target or the EBITDA Earnings Target would result in a 125% bonus payout and achieving 110% would result in a 150% bonus payout. In no event would a bonus payout exceed 150% for either the Revenue Target or the EBITEDA Earnings Target.

 

  B. Achieving 105% of the Adjusted EBITDA Earnings Target would result in a 115% bonus payout, achieving 110% would result in a 130% bonus payout, achieving 115% would result in a 145% bonus payout, and achieving 116.7% would result in a 150% bonus payout. In no event would a bonus payout exceed 150% for the Adjusted EBITEDA Earnings Target.

 

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