NELNET, INC.
SECOND AMENDED EXECUTIVE OFFICERS BONUS PLAN
(Effective April 1, 2009)
1. PURPOSE. Nelnet, Inc. has established
this Nelnet, Inc. Executive Officers Bonus Plan in order to provide
the Company’s Chief Executive Officer with an opportunity to
earn annual bonus compensation based upon the Company’s
consolidated net income before taxes, as an incentive and reward
for his leadership, ability and exceptional services.
2. DEFINITIONS. For purposes of the Plan,
the following terms shall be defined as set forth below:
a. “Award” means the amount of
bonus compensation to which an Eligible Employee is entitled for
each Plan Year in accordance with sections 4 and 5 of the
Plan.
b. “Base Net Income” means the
Company’s annual base net income for the Plan Year as
calculated and reported in the Company’s earnings releases
and filings.
c. “Base Net Income Per Share”
means Base Net Income divided by weighted average basic number of
common shares outstanding as of the end of the Plan
Year.
d. “Board” means the Board of
Directors of the Company.
e. “Code” means the Internal
Revenue Code of 1986, as amended, including applicable regulations
thereunder.
f. “Committee” means the
Compensation Committee of the Board.
g. “Company” means Nelnet,
Inc., a Nebraska corporation, or any successor
corporation.
h. “Eligible Employee” means
the Chief Executive Officer of the Company.
i. “Plan” means the Nelnet,
Inc. Executive Officers Bonus Plan, as amended from time to
time.
j. “Plan Year” means a calendar
year or such other period established by the Committee.
k. “Investment Grade Credit
Rating” means a credit rating by Standard & Poor’s
of “BBB” or higher, and Moody’s Investor Services
of “Baa3” or higher.
3. ADMINISTRATION. The Plan shall be
administered by the