Exhibit 10.6
PATTERSON COMPANIES,
INC.
Fiscal 2010
Incentive Plan
PLAN PURPOSE
The objective of Fiscal 2010
Patterson Companies, Inc. (PDCO) Incentive Compensation Plan (the
“Plan”) is to encourage greater initiative,
resourcefulness, teamwork, and efficiency on the part of its
employees. The day-to-day performance and responsibilities of each
individual have a direct impact on our internal and external
customer satisfaction, sales and operational goals, which
ultimately affects the profitability of the Company.
ELIGIBILITY
Participation
This Incentive Program is designed
to include designated employees across the organization. Incentive
opportunity for targeted groups of employees is specified in the
Plan schedules attached to this document. Newly hired, transferred,
or employees who become participants during the Plan year will be
eligible on a prorated basis under the respective
schedule.
Participation in the Plan is
determined by the CEO with approval of the President of each
respective subsidiary or operating unit and is based on level of
responsibility and organizational impact of the
participant.
Participants are eligible for
participation in only one Patterson Companies, Inc. (or subsidiary
thereof) incentive, bonus, or other variable pay program, unless so
authorized by specific provisions included in this Plan and the
respective Patterson Companies, Inc. variable pay Plan
document(s).
Award Payments
To receive an award several criteria
must be met:
Employment—To be eligible to
receive an award, the individual must be employed by Patterson
Companies, Inc., or a subsidiary thereof, on the date awards are
made;
Job elimination—Participants
whose positions are eliminated may, at the discretion of
management, be eligible for prorated awards based on tenure in the
qualifying position, overall performance level, actual results
attained, and other criteria determined by management;
Job transfer—Participants who
transfer into or out of eligible positions within the Company may
be eligible for prorated awards based on tenure in the qualifying
position, overall performance level, actual results attained, and
management discretion;
Performance—Continued
participation in the Plan is dependent upon the participant
remaining an employee in good standing as defined by Patterson
Companies, Inc. or its subsidiary. To qualify for an award, a
participant must have a satisfactory performance rating and not be
on a formal performance improvement plan. A participant on written
warning or disciplinary status at any time during the Plan year may
have his/her incentive award reduced or denied at
management’s discretion;
Ethical and Legal
Standards—Participants are required to be in compliance with,
and abide by, Patterson Companies, Inc. Code of Ethics and comply
with the letter and spirit of its provisions at all
times.
No awards are considered earned
until they are paid.
1
BASIS FOR AWARDS
The management of Patterson
Companies, Inc. will approve participant objectives and evaluate
performance of the business unit. Performance will be evaluated
based on the specific goals and measures described in the attached
plan schedules, the effective management of customer and employee
relations, and compliance with Company expectations of good
business practices and ethical conduct.
Patterson Companies, Inc. reserves
the right to make changes to the Plan at any time, including but
not limited to: withdraw or withhold from the Plan any transaction,
product or service it might select; revise territories; establish
specific account, customer, or portfolio representation; and assign
or reassign specific accounts, customers, or portfolios within a
participant’s location service area at any time during the
fiscal year.
Goals, incentive targets,
territory assignments, and any other factors affecting this Plan
may be reviewed and changed at