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EXHIBIT 10.1 LINDSAY CORPORATION
MANAGEMENT INCENTIVE PLAN (MIP)
2009
Plan Year Table of Contents
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1. Purpose
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1
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2. Definitions
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1
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3. Effective Date
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1
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4. Eligibility for Participation
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2
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5. Enrollment in the Plan
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2
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6. Determination of Target Payout Levels
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2
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7. Basis of Awards
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3
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8. Changes in Employment Status
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5
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9. Administration
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5
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10. Attachments
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6
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1. Purpose The purpose of the Management Incentive Plan
(the "Plan") is to:
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•
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Encourage performance consistent with the Company’s
business strategy
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•
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Focus on near-term performance results as well as progress
toward the achievement of long-term objectives
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•
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Strengthen the link between performance and pay by delivering
awards based on measurable corporate and individual goal.
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2. Definitions The terms used in this Plan have the
meanings set forth below.
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A.
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"Company" shall mean Lindsay Corporation
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B.
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"Compensation Committee" shall mean the Compensation Committee
of the Company’s Board of Directors.
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C.
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"Financial Performance Component" shall mean the portion of a
Participant’s Plan award that is based on the Company’s
and specific Market financial performance as defined in
Section 7B.
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D.
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"Individual Performance Component" shall mean the portion of a
Participant’s Plan award that is based on a
Participant’s performance relative to individual objectives
established in accordance with Section 7C.
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E.
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"Named Executive Officers" shall mean the executives of the
Company listed in the Executive Compensation section of the
Company’s Proxy Statement, other executive officers of the
Company for SEC reporting purposes and any other individuals who
report directly to the Chief Executive Officer (other than his
personal assistant).
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F.
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"Participant" shall mean a key employee eligible for awards
under the terms outlined in Section 4 of this Plan.
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G.
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"Plan" shall mean Lindsay Corporation Management Incentive
Plan.
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3. Effective Date The Plan shall be effective as of
September 1, 2008 and will be in effect for the 2009 bonus
year. The 2008 bonus year is defined as September 1, 2008
through August 31, 2009.
1
4. Eligibility for Participation
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A.
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Participation in the Plan is limited to individuals in positions
which have significant responsibility for and impact on the
Company’s corporate performance.
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B.
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Only the Chief Executive Officer and those employees in grades
G(50) through I(60) are eligible to be considered for participation
in the Plan.
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C.
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Participation in the Plan does not guarantee or entitle any
employee to participate in any bonus plan enacted in the future.
Participation in the Plan at any target bonus level does not
guarantee or entitle any employee to be eligible to participate at
any similar target bonus level in any bonus plan which may be
enacted in the future.
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5. Enrollment in the Plan A. Initial Enrollment At the
beginning of the Plan year, each Participant must be enrolled in
the Plan subject to the approvals and eligibility criteria set
forth in Sections 4 and 6. The enrollment process is as
follows:
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i.
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Plan Participants will participate in the Plan at the standard
target percent per grade level as listed in Section 6.
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ii.
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The Company’s Chief Executive Officer will review the
participant list and projected bonus costs of enrolled employees
with the Compensation Committee. The Compensation Committee
provides final approval on the aggregate potential cost of the
Plan.
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B. Mid-year Enrollment When hiring or promoting employees during
the Plan year who may be eligible for participation in the Plan,
the following procedures must be followed:
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i.
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Prior to the commencement of the recruiting or promotion
process, the hiring manager consults with Human Resources to
determine the position’s eligibility for participation in the
Plan and the recommended target bonus amount.
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ii.
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Offer letters indicating bonus Plan participation and target
bonus award opportunities to new hires and/or promoted employees
must be reviewed by the CEO or, in the case of a Named Executive
Officer, by the Compensation Committee. Target bonus
recommendations must be approved before communication to a
prospective Participant. Generally, employees hired or promoted
during the fourth quarter 2009 are not eligible to participate in
the 2009 Plan.
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6. Determination of Target Payout Levels
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A.
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Incentive awards will be calculated as a percentage of the
Participant’s annual base salary received during the Plan
year, provided that annual base salary increases which are made
during the first quarter of the Plan year will be treated for
purposes of calculating a Participant’s bonus as if they had
been made at the beginning of the Plan year. While award amounts
will vary based on the range of award opportunity and an assessment
of individual performance results, the target award opportunities
for each grade level are shown below:
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Grade
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Target % of Salary
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CEO(60)
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60%
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I(55)
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45%
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H(50)
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35%
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2
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i.
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Actual participation is subject to approval by the CEO and by
the Compensation Committee. Actual participation is based on an
assessment of the individual’s position impact on the
organization.
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ii.
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Standard target percents per grade level should be followed for
all Plan Participants.
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B.
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If a Participant’s Plan target award opportunity (Target %
of Salary as set forth above) changes due to promotion into a grade
level with a higher target bonus, the Participant’s bonus
will be calculated based on his or her annual salary during the
Plan year and a pro-rated bonus award. The pro-rated bonus award
will reflect the portion of the Plan year spent in each grade level
(e.g., seven months at 35% and five months at 45%). In evaluating
the performance of Participants who change positions during the
Plan year, consideration will be given to the length of time and
results in each position. Actual award decisions will be made by
the CEO or, in the case of a Named Executive Officer, by the
Compensation Committee. Generally, fourth quarter promotions will
not result in an increase in a Participant’s target award
opportunity.
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C.
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Examples of various award calculations are included with this
Plan document as Attachment A.
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D.
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The CEO will review
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