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10-K - 10-K - COMSCORE, INC.w81968e10vk.htm
EX-31.2 - EX-31.2 - COMSCORE, INC.w81968exv31w2.htm
EX-23.1 - EX-23.1 - COMSCORE, INC.w81968exv23w1.htm
EX-32.1 - EX-32.1 - COMSCORE, INC.w81968exv32w1.htm
EX-32.2 - EX-32.2 - COMSCORE, INC.w81968exv32w2.htm
EX-31.1 - EX-31.1 - COMSCORE, INC.w81968exv31w1.htm
EX-21.1 - EX-21.1 - COMSCORE, INC.w81968exv21w1.htm
Exhibit 10.17
Summary of 2011 Executive Compensation Bonus Policy
     On March 15, 2011, the Compensation Committee (the “Committee”) of the Board of Directors of comScore, Inc. (the “Company”), following a review of the Company’s executive compensation program in conjunction with its outside compensation consultant, approved the following: (i) base salaries for 2011 to be effective as of March 1, 2011; (ii) short-term performance-based stock bonus target and maximum levels to be paid entirely with awards of restricted stock based on 2011 annual performance for named executive officers of the Company; and (iii) long-term performance-based stock bonus target and maximum levels to be paid entirely with awards of restricted stock based on 2011 annual performance for named executive officers of the Company:
                                         
            Value of Short-Term   Value of Long-Term
            Performance-Based Stock   Performance-Based Stock Bonus
            Bonus Level for Annual   Level for Annual Performance at
            Performance at Time of Grant   Time of Grant
    2011 Base                
    Annualized                
Name and Principal Position   Salary   Target   Maximum   Target   Maximum
Magid M. Abraham, Ph.D.
  $ 393,100 *   $ 471,750     $ 707,625     $ 1,179,000     $ 1,768,500  
President, Chief Executive Officer and Director
                                       
Kenneth J. Tarpey
    315,000       118,125       141,750       275,625       330,750  
Chief Financial Officer
                                       
Gian M. Fulgoni
    346,000 *     311,400       467,100       795,800       1,193,800  
Executive Chairman of the Board of Directors
                                       
Gregory T. Dale
    290,000       69,600       130,500       162,400       304,500  
Chief Operating Officer
                                       
Christiana L. Lin
    265,000       79,500       119,250       185,500       278,250  
Executive Vice President, General Counsel and Chief Privacy Officer
                                       
 
*   Until February 28, 2011, Dr. Abraham and Mr. Fulgoni each received a base salary paid in cash at the rate previously approved by the Committee for 2010. Following such date, in lieu of receiving a cash salary for the remainder of 2011, each of Dr. Abraham and Mr. Fulgoni will receive an award of common stock of the Company with a value equal to the amount of salary foregone by Dr. Abraham and Mr. Fulgoni, respectively, based on the closing price of Company common stock as reported on the NASDAQ Global Market at the time of grant. The awards in lieu of salary will be made by the Committee as soon as practicable following the end of our 2011 fiscal year. These awards are expected to be fully vested at the time of grant. Dr. Abraham and Mr. Fulgoni proposed to be paid in stock following February 28, 2011 in order to increase the Company’s flexibility to invest in growth initiatives and to further align key executive interests with stockholder interests.
     The Company anticipates that each of the short-term and long-term performance-based stock bonus awards, if awarded, will be made during the first quarter of 2012 based on each executive’s actual performance and will be valued based on the closing price of the Company’s common stock as reported on the NASDAQ Global Market on the date of grant. Recipients must remain employed through the date that awards are granted in order to earn the awards. The Committee, in its sole discretion, retains the right to amend, supplement, supersede or cancel the bonus program for any reason, and reserves the right to determine whether and when to pay out any awards, regardless of the achievement of the performance targets.
     The Company expects that the short-term performance-based stock bonus awards will be fully vested upon the grant date. The Company further expects that one-quarter of the number of shares of the long-term performance-based stock bonus awards to each named executive officer would vest immediately upon the grant date, and the one-quarter of the shares subject to the award would vest annually thereafter beginning on the first anniversary of the grant date until the full amount of the award is vested, subject to continued employment through each of the vesting dates.