Exhibit 10.1
December 7, 2005
Mr. Frédéric
Villoutreix
15, chemin du Coeur Volant
78430 Louveciennes
France
Dear Frédéric,
On behalf of Schweitzer-Mauduit International,
Inc. (SWM), I am pleased to confirm our offer of employment on the
terms and conditions set forth in this letter. You will be
employed by Schweitzer-Mauduit International, Inc. effective
December 7, 2005. Subject to Board of Directors’
election, you will be appointed to the position of Chief Operating
Officer, effective February 1, 2006.
Reporting to Wayne Deitrich, Chairman and
C.E.O., your monthly salary will be Î 21,667 ( Î 260,000/yr.). In addition, you will be
paid a signing bonus of Î 25,000, which will be paid within thirty (30)
days of your employment. We will specifically review your salary
annually as to its competitiveness and appropriateness and upon
future changes in position or responsibility or work location. You
will receive a completion bonus of Î 25,000 per year for four (4) consecutive years
beginning January 1, 2007 and then payable each January 1
thereafter through 2010. You will participate in the Annual
Incentive Plan (AIP) program effective January 1, 2006.
Your AIP opportunity at the Target level of
performance for 2006 will be 55% of your base salary as of January
1, 2006, with a maximum of 107.25%. The weightings for your
AIP participation will be based on 45% Corporate earnings per
share, 45% Business Units Operating Profit, and 10% Individual
Objectives. Individual objectives will be established by the
Chief Executive Officer. A copy of the plan will be given to you
upon employment. AIP awards are paid in the first quarter
following the end of the calendar year measured. For AIP year 2006,
your AIP award will not be less than E100,000.
A recommendation will be made to provide you
with 10,000 shares of Restricted Stock on January 1, 2006 with a
four (4) year vesting period in accordance with the terms of the
SWM Restricted