If at least a threshold performance level is satisfied as described above with respect
to the 2017 year, the RSUs remain subject to a time-based vesting requirement that will not be fully satisfied until December 14, 2019.
Other Compensation and Benefits
. All of our Named Executive Officers are eligible to participate in all of our employee benefit plans, such as medical, dental, group life, disability, accidental
death and dismemberment insurance and our 401(k) plan, in each case on the same basis as all other employees. These benefits are provided so as to assure that we are able to maintain a competitive position in terms of attracting and retaining
executive officers and other employees.
Perquisites and Other Personal Benefits
. We provide our Named Executive
Officers with perquisites and other personal benefits that the Company and the Compensation Committee believe are reasonable and consistent with its overall compensation program to better enable the Company to attract and retain superior employees
for key executive positions. Under an arrangement between the Company and the Chief Executive Officer, which was originally entered into in 2004 and subsequently amended in 2010, Mr. Krohn is entitled to the use of Company- chartered aircraft
for personal travel. In addition, an aircraft personally owned by Mr. Krohn may be chartered by the Company and used by Mr. Krohn for any purpose. This benefit is reported as other compensation in the Summary Compensation Table
that follows. For security reasons and to facilitate efficient business and personal travel, Mr. Krohn may use Company-chartered aircraft for both business and personal travel. The Company reflects the amounts attributable to
Mr. Krohns personal aircraft usage in the Summary Compensation Table. In 2017, Mr. Krohns aircraft was used by the Company or Mr. Krohn for 196.8 flight hours. The costs to the Company to charter Mr. Krohns
aircraft may not exceed the cost to charter aircraft owned by a third party, which meets the needs for such trip, taking into account required seating capacity, operational requirements and flight duration. Aggregate incremental cost, if any, of
travel by the officers family or other guests when accompanying the officer on both business and
non-business
occasions is also included in the Summary Compensation Table when applicable.
Setting Executive Compensation in 2017
Base Salary
. The base salary of each Named Executive Officer is reviewed annually by the Compensation Committee. Please see Narrative Disclosure to Summary Compensation Table and Grants
of Plan-Based Awards. Increases to the Chief Executive Officers salary are established by the Compensation Committee (and ratified by the Board), and for our other Named Executive Officers, our Chief Executive Officer recommends salary
increases, which are reviewed and approved by the Compensation Committee.
For 2017, the primary factor in determining the
amount of base salaries was the Compensation Committees subjective assessment of individual performance of each of our Named Executive Officers. The Compensation Committee also reviewed the comparative compensation data discussed above to
assess the reasonableness of the base salary amounts in light of the officers duties and responsibilities as compared to similarly situated officers. As a result of this review, the base salaries were not increased for the 2017 year. In
addition, with respect to Mr. Krohns 2017 base salary, the Compensation Committee took into consideration the fact that the employment agreement we entered into in 2010 with Mr. Krohn provides him with aircraft benefits each year.
This benefit, while not a fixed amount in any given year, is deemed to be a material aspect of Mr. Krohns compensation package. The Compensation Committee takes this benefit into consideration when reviewing Mr. Krohns base
salary against his peers, and determined that, in addition to the reasons discussed above, during the 2017 year Mr. Krohn should not receive any increases in his base salary or target cash award percentage. The base salaries for each of the
Named Executive Officers for the 2017 (and 2016) year were as follows: Mr. Krohn, $1,000,000; Mr. Gibbons, $440,000; Mr. Murphy, $410,000, Mr. Schroeder, $374,000 and Mr. Ghauri, $340,000 (2017 base salary employment
began March 8, 2017).
Annual Cash Incentive Compensation
. The Compensation Committee annually reviews the
recommendation of executive management regarding the performance-based goals for the Company. As discussed above, the Compensation Committee established the targets for 2017 with reference to forecasts and other financial and
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