Exhibit 10.1
CATAPULT
COMMUNICATIONS CORPORATION
EXECUTIVE OFFICER
FY2009 VARIABLE COMPENSATION PLAN
Officer performance-based compensation for fiscal year 2009 will
be based to the extent of 50% on attainment by Catapult of orders
goals (“Bookings Goals”) and to the extent of 50% on
income before income taxes and non-cash stock option expenses under
SFAS 123(R) (“Income Goals”), as reflected in the case
of the Income Goals on the Company’s quarterly reviewed or
annual audited financial statements. Performance-based compensation
will be earned and paid based on Company performance against
specific Bookings and Income Goals that shall be established by the
Board of Directors or Compensation Committee (“Board”),
after consultation with the Chief Executive Officer.
The purpose of the Plan is to provide officers with a strong
incentive to maximize the performance of the Company for the
benefit of shareholders. The on-target bonus amounts established by
the Board, in consultation with the CEO, represents sums that can
be earned by officers, only if or to the extent the Company’s
Bookings and Income Goals during a fiscal year are achieved. The
Board intends that the Plan should pay out 100% of the on-target
bonus established for each officer if the Goals are substantially
achieved during the entire fiscal year, to pay out less than 100%
if performance falls short of the Goals and to pay out more than
100% if performance exceeds the Goals.
The CEO is charged with administering the Plan in strict
accordance with its provisions and promptly bringing to the
attention of the Chairman of the Compensation Committee any
questions, disputes, recommendations or other matters relating to
the subject of the Plan that may not be foreseen or specifically
covered by the provisions herein. Anything to the contrary
notwithstanding, the Board reserves to itself, in its sole
discretion, the authority to interpret the Plan, make decisions
regarding implementation of the Plan and to amend the Plan.
The default Bookings and Income Goals as described below shall
be applicable only if the Board does not establish Bookings and
Income Goals for a quarter and may be reviewed and changed by the
Compensation Committee at any time. The CEO shall info
