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Executive Employment Agreement

agreement | Document Parties: MASSEY ENERGY CO | Don L. Blankenship You are currently viewing:
This Executive Employment Agreement involves

MASSEY ENERGY CO | Don L. Blankenship

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Title: agreement
Governing Law: Delaware     Date: 12/22/2005
Industry: Coal    

agreement, Parties: massey energy co , don l. blankenship
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Exhibit 10.1

 

December 20, 2005

 

Mr. Don L. Blankenship

[Address]

 

Dear Don:

 

This letter will summarize our agreement regarding your continued employment as Chairman, Chief Executive Officer and President of Massey Energy Company, through December 31, 2006. Your current employment agreement will expire December 31, 2005. I am very pleased that you will continue your leadership of Massey and look forward to another productive year.

 

The specifics of your compensation package are included on Appendix A to this letter. In addition, you generally will continue to participate in the employee benefit plans and arrangements (e.g., the Massey Energy Retirement Plan, the Coal Company Salary Deferral and Profit Sharing Plan, the welfare benefit programs and the nonqualified or supplemental benefit programs) and be entitled to receive the perquisites provided to you in keeping with past practice.

 

If you have any questions regarding the terms and conditions of your employment or the proposed compensation package included on Appendix A, please do not hesitate to call me. If the offer details are acceptable, please acknowledge by signing and dating one copy of this letter and return it to me.

 

 

Sincerely,

 

/s/ Bobby R. Inman


 

Admiral Bobby R. Inman

Chairman, Compensation Committee

Massey Energy Company

 

 

 

 

Acknowledged and agreed:

 

 

/s/ Don L. Blankenship


 

 

12/20/05


 

Don L. Blankenship

 

Date


APPENDIX A TO LETTER AGREEMENT

 

THIS APPENDIX A is part of a letter agreement dated December 20, 2005 by and between MASSEY ENERGY COMPANY, a Delaware corporation (“Massey”), and DON L. BLANKENSHIP (the “Executive”), and relates to the Executive’s employment by Massey for calendar year 2006.

 

SECTION 1. Compensation .

 

1.1. Base Monthly Salary – $83,333.

 

1.2. Incentive Bonus Award – $900,000 target cash incentive award granted pursuant to the Massey Energy Company 1999 Executive Performance Incentive Plan (the “1999 Plan”) based on the achievement of certain performance objectives using qualifying performance criteria contained in the 1999 Plan.

 

1.3. Long Term Incentive Awards – $300,000 target cash incentive award granted pursuant to the 1999 Plan based on the achievement of a certain performance objective using qualifying performance criteria contained in the 1999 Plan; 50,000 non-qualified stock options granted under the Massey Energy Company 1996 Executive Stock Plan with service-based vesting; 12,700 shares of restricted stock granted pursuant to the 1999 Plan with service-based vesting, and 7,300 stock units granted pursuant to 1999 Plan with service-based vesting. The Long Term Incentive Awards will be subject to all the terms, conditions and performance requirements of the November 14, 2005 grants to other employees with the following exception regarding the non-qualified stock options, such options must be exercised by the Executive in the first twenty days exercise is permissible for the Executive pursuant to the Company’s trading window policy and applicable securities laws following their vesting, otherwise they will be automatically forfeited.

 

1.4. Performance-Based Stock Unit Award – No later than December 31, 2005, 40,000 performance-based stock units granted pursuant to the 1999 Plan based on the achievement of a certain performance objective using qualifying performance criteria contained in the 1999 Plan, and no earlier than January 1, 2006 or later than January 31, 2006, 60,000 performance-based stock units granted pursuant to the 1999 Plan based on the achievement of a certain performance objective using qualifying performance criteria contained in the 1999 Plan. The performance-based stock unit award shall be forfeited in the event either the Executive’s employment is terminated by Massey or the Executive prior to or on December 30, 2006 or Massey’s 2006 earnings before interest and tax (“2006 EBIT”) is less than                      (the “EBIT Minimum Target”). If payable, the performance-based stock unit award will be paid on or about February 28, 2007. Massey’s 2006 EBIT for purposes of this Section 1.4 shall be confirmed by the Chief Financial Officer and the Compensation Committee and may be adjusted at the sole discretion of the Compensation Committee in a manner consistent with the performance-based compensation rules of Section 162(m) of the Internal Revenue Code, as amended (the “IRC”), and as permitted by the 1999 Plan.

 

1.5. Performance-Based Incentive Unit Cash Award – Cash award equal (A) to the product obtained by multiplying (i) 333 performance-based incentive units per million of 2006 EBIT achieved, if any, over and above the EBIT Minimum Target up to and including a 2006 EBIT of                &nbs


 
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