WOODWARD GOVERNOR COMPANY
SUMMARY OF EXECUTIVE OFFICER COMPENSATION
The compensation
program for executive officers of Woodward Governor Company (the
“Company” ) primarily consists of three variable
components: base salary, a potential cash bonus under the
Company’s annual Management Incentive Plan, and cash and
equity long-term incentive compensation under the Woodward Governor
Company 2006 Omnibus Incentive Plan (the “2006
Plan” ). We also provide other benefits incident to
employment to our employees.
The base salaries
for each of the executive officers of the Company (the
“Executive Officers”) for fiscal year 2009, are as
follows:
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Name and
Principal Positions
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Base Salary
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Thomas A. Gendron, President and Chief Executive
Officer
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$
|
700,000
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|
Robert F. Weber, Jr., Chief Financial Officer
and Treasurer
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$
|
360,000
|
|
Gerhard Lauffer, Group Vice President,
Electrical Power Systems
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$
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337,900
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Dennis Benning, Group Vice President, Airframe
Systems
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$
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330,070
|
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Martin V. Glass, Group Vice President, Turbine
Systems
|
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$
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325,500
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|
Chad R. Preiss, Group Vice President, Engine
Systems
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$
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260,000
|
|
A. Chris Fawzy, Vice President, General Counsel
and Corporate Secretary
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$
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270,000
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MANAGEMENT
INCENTIVE PLAN
The threshold,
target and stretch/outstanding amounts to be awarded under the
annual Management Incentive Plan ( “MIP” ) of
the Company for fiscal year 2009 for each of our Executive
Officers, subject to achievement of financial objectives of the
Company, are as follows:
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Threshold, Target
and
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Stretch/Outstanding
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Amounts as a Percentage
of
|
|
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Name of
Executive Officer
|
|
Base Salary
|
|
|
|
|
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40,100,
|
|
|
|
|
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& 200
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%
|
|
|
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24,60,
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|
|
|
|
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& 120
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%
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|
|
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22,55
|
|
|
|
|
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& 110
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%
|
|
|
|
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22,55
|
|
|
|
|
|
& 110
|
%
|
|
|
|
|
22,55
|
|
|
|
|
|
& 110
|
%
|
|
|
|
|
22,55
|
|
|
|
|
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&110
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%
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|
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20,50
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|
|
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& 100
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%
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LONG TERM
INCENTIVE PLAN AWARDS UNDER THE 2006 PLAN
1
The annual awards
of options to purchase shares of Common Stock of the Company
relating to fiscal year 2009 will be granted to each of the
Executive Officers under the 2006 Plan on November 24, 2008 with an
exercise price based on the closing price of Woodw
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