Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - U S PHYSICAL THERAPY INC /NV | h81240e8vk.htm |
| EX-99.2 - EX-99.2 - U S PHYSICAL THERAPY INC /NV | h81240exv99w2.htm |
| EX-99.3 - EX-99.3 - U S PHYSICAL THERAPY INC /NV | h81240exv99w3.htm |
| EX-99.1 - EX-99.1 - U S PHYSICAL THERAPY INC /NV | h81240exv99w1.htm |
Exhibit 99.4
U.S. PHYSICAL THERAPY, INC. (“USPH”)
DISCRETIONARY CASH BONUS PLAN FOR SENIOR MANAGEMENT
FOR 2011 (“DISCRETIONARY BONUS PLAN”)
DISCRETIONARY CASH BONUS PLAN FOR SENIOR MANAGEMENT
FOR 2011 (“DISCRETIONARY BONUS PLAN”)
Purpose: The purpose of this Discretionary Bonus Plan is to retain and incentivize the
Executive Officers of USPH by providing an annual cash bonus opportunity to the Executives to
reward them when certain individual and corporate subjective performance measures are achieved.
Participants: Executives of USPH who shall be “Participants” in this Discretionary Bonus
Plan are the Chief Executive Officer (“CEO”), Chief Financial Officer (“CFO”) and Chief Operating
Officer (“COO”). In addition to awards under any other plan or program at USPH for which such
Executives are eligible and not in lieu thereof, each Participant in this Discretionary Bonus Plan
has the potential to be awarded a “Subjective Bonus” of up to 50% of the Participant’s annual base
salary for 2011 (“Base”) pursuant to the subjective criteria as set forth below.
Effective Date: This Discretionary Bonus Plan is established effective March 31, 2011.
Administration: This Discretionary Bonus Plan shall be administered by the Compensation
Committee of the Board of Directors of USPH (the “Compensation Committee”), and the Compensation
Committee shall have the sole authority to interpret and construe all of the terms of this
Discretionary Bonus Plan, establish the criteria for awards, determine the amounts payable under
this plan, and grant awards. The amount, if any, of the Subjective Bonus payable to each
participant in this Discretionary Bonus Plan shall be determined by the Compensation Committee in
its sole discretion based upon subjective criteria described below. All decisions of the
Compensation Committee shall be final and binding on all persons.
Payment Date: All amounts payable hereunder shall be paid in cash in a lump sum amount
after the Compensation Committee has determined that goals have been met and has calculated the
amounts payable hereunder, in the first quarter of 2012 but no later than March 15, 2012. A
Subjective Bonus shall be payable only if the Participant remains continuously employed from the
Effective Date through the date of the determination of the amount payable by the Compensation
Committee.
Subjective Bonus Calculation: The Subjective Bonus criteria that have been established by
the Compensation Committee and shall be used in the Compensation Committee’s sole discretion to
award up to 50% of Base for each participant are as follows:
General operational management relative to the external environment;
Accretive acquisitions, share repurchases and other effective means to deploy capital;
Management development;
Same store growth;
Initiatives to enhance/improve the overall quality of patient care;
Accretive acquisitions, share repurchases and other effective means to deploy capital;
Management development;
Same store growth;
Initiatives to enhance/improve the overall quality of patient care;
Clinic productivity improvements;
Clinic development, including number and quality of new partners;
Development of add-on and/or new services that compliment and enhance existing business;
Creative and effective sales and marketing;
Regulatory compliance;
Maintaining adequate internal controls;
Investor relations;
Cash flow, including management of accounts receivables; and/or
Stock price performance.
Clinic development, including number and quality of new partners;
Development of add-on and/or new services that compliment and enhance existing business;
Creative and effective sales and marketing;
Regulatory compliance;
Maintaining adequate internal controls;
Investor relations;
Cash flow, including management of accounts receivables; and/or
Stock price performance.
No Trust or Fund: There shall be no separate trust or fund for this Discretionary Bonus
Plan. Any amount payable hereunder shall be an unfunded obligation of USPH and shall be payable
out of the general assets of USPH and no amount payable shall be assignable by the participant.
Certain Tax Considerations: The Compensation Committee in its discretion has determined that
this program is not intended to meet the performance-based exemption under Section 162(m) of the
Internal Revenue Code of 1986, as amended (the “Code”).