50 of the Top 250 law firms use our Products every day
Exhibit 10.10
Compensation Arrangement with
Luther C. Kissam, IV, dated August 29, 2003
August 29,
20003
Luther C. Kissam, IV
34 Godwin Lane
Ladue, MO 63124
Dear
Luke:
I will
summarize Albemarle's offer to you to join the company as Vice
President, General Counsel and Secretary. Since there are several
components, I will address each separately.
|
1.
|
Salary - $260,000
|
|
|
|
|
|
2.
|
Bonuses -
Target is 50% of base salary under the Annual Incentive Plan of the
corporation, which is performance based. Attached is a copy of the
plan description for your reference. As the plan is calculated for
the calendar year, your first year bonus amount will be prorated
for 2003 based on time worked and actual performance, with a
minimum payment of $65,000.
|
|
|
|
|
|
3.
|
In addition to
the minimum bonus noted above, Albemarle will pay you a total of
$65,000 for loss of 2003 annual incentive earnings at your current
employer. This payment will be made on the first pay period
following your date of hire. The full amount of this payment is to
be repaid should you leave the company voluntarily within three
years of your date of hire.
|
|
|
|
|
|
4.
|
Albemarle will award you
fifty thousand stock options under the company's existing plan. A
copy of the plan description is also attached. The price of those
options will be the composite closing price of the stock on your
first day of employment. The options will have a ten year term and
will completely vest after three years from the date of grant.
These will be confirmed as a separate agreement following your
hire.
|
|
|
5.
|
The company
will issue to you a grant of 10,000 Performance Units upon your
hire under the same terms and conditions as all other eligible
employees received through a grant made by the Board of Directors
in January 2002. This grant of Performance Units, where each unit
is valued equivalent to a share of common stock, is contingent on
the company achieving Growth in Operating Profit and Return on
Gross Assets targets over the four calendar years starting with
2002 and ending with 2005. In early
|
|
|
|
|
|
|
|
|
|
|
|
|
|
86
Luther C.
Kissam, IV
August 29, 2003
Page Two
|
|
2006 a determination of an
earned award based on actual corporate performance will be made
which may be anywhere from 0 to 200% of the original grant. Once
earned, the award will be vested in three equal amounts, paid half
in stock and half in cash in January of the next three years. This
grant of Performance Units will be confirmed as a separate notice
of award following your hire.
|
|
6.
|
Albemarle's retirement
program, subject to approval by its Executive Compensation
Committee, provides a bridge for mid-career senior executives
joining the c
|
|
