SYPRIS SOLUTIONS, INC.
INCENTIVE BONUS PLAN
JULY 1, 2005 – DECEMBER 31, 2005
1.
ESTABLISHMENT OF PLAN .
Sypris
Solutions, Inc., a Delaware corporation, on behalf of itself and
its key subsidiaries (the “Company”), established this
corporate bonus plan effective as of July 1, 2005 (the
“Plan”), to provide a financial incentive for employees
of the Company to advance the growth and prosperity of the
Company.
2.
ELIGIBILITY .
Employees
of the Company who are specifically designated by the Compensation
Committee of the Board of Directors of the Company (the
“Compensation Committee”) for participation during the
current year shall be eligible to participate in the
Plan.
3.
PARTICIPANT’S PERCENTAGE SHARE .
The
bonus target for each participant will be established and approved
by the Compensation Committee. Each participant will be provided
with a copy of this Plan, and with the participant’s salary,
bonus potential based upon the current operating budget, and his or
her objectives for the current year. In general, unless modified by
the Committee in order to comply with any applicable Rules or as
otherwise determined to be in the Company’s best interests,
Bonus Awards shall be allocated as follows among (a) cash awards
and (b) restricted shares of the Company’s common stock,
valued as of the date of grant, vesting on the second anniversary
of such grant date and issued under the 2004 Sypris Equity Plan on
Terms established by the Committee, subject to any such Rules
(“Restricted Shares”):
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Executive
Officers
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Other
Participants
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Restricted
Shares:
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70%
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30%
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Cash
Awards:
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30%
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70%
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4.
Financial Performance Goals .
No
Bonus Awards shall be payable for any subsidiary employee or any
corporate employee, unless such subsidiary or the Company on a
consolidated basis, has achieved 100% of its, respective, 2005
target for profit before tax (before bonus accrual)
(“PBT”).
5.
Bonus Award .
Each
qualified participant will be eligible for a Bonus Award that is
equal to his or her bonus target, subject to the provisions of
Sections 8.1, 8.2, 8.3 and the following:
5.1
Management Objectives . Each participant will
have at least three Management Objectives for 2005, each of which
will be specific with regard to (i) the expected outcome, (ii) the
expected financial impact on the Company and (iii) the date or
dates by which the objective must be achieved. Each objective will
receive a weighting, the total of which for all objectives will be
equal to 100%. The Chief Executive Officer of the Company will have
the responsibility
to review and determine each
participant’s performance to objectives and to assign each
individual a percentage that will be used as a factor to determine
the actual amount of the awards to be distributed.
5.2
Discretionary Review . The Chief Executive
Officer of the Company will have the discretion to increase the
actual amount of any Bonus Award to be distributed by up to
20%
