From filings with the SEC, we now know the deal that Michael Skarzynski cut with the board at Arbitron to come onboard as President and CEO. Also, outgoing CEO Steve Morris recently reworked his separation package, so he won’t be staying on as a consultant in future years.
First, the compensation package for the new CEO. Skarzynski will be paid a base salary of $500,000. That base salary will be up for review annually and any increase will also increase his potential bonuses. He is eligible to receive an incentive bonus of 100% of his base salary for meeting performance criteria set by the board’s Compensation and Human Resources Committee. For exceeding those goals his bonus could rise to as much as 200% of his base salary. Having just joined the company, his minimum bonus for 2009 is set at $250,000.
Skarzynski is also in line for an equity award of $1.25 million, half in stock options and half in restricted stock. The options will vest over a three-year period and the restricted stock over four years.
Morris and the board obviously had settled on Skarzynski as successor several weeks ago. On December 30th, Morris and the Compensation and Human Resources Committee agreed on a new Executive Transition Agreement that superseded his previous employment agreement. Morris is being paid $57,240 per month for each month of 2009 through the month in which a successor CEO is hired. Since that turned out to be January, this is the only month of 2009 at which he’ll get that pay rate. For the remaining 11 months he’ll be paid $11,250 per month. He’ll be eligible for a bonus of 75% of his blended base salary for 2009.
It is anticipated that Morris will receive a restricted stock award of 43,333 shares next month, which will vest December 31, 2009, assuming that Morris remains on the board or in the employ of the company until that time. At Monday’s closing price, those shares were worth $678,161.
Last, but definitely not least, Morris is to receive a lump sum cash payment of $1,018,888.67 on July 10, 2010. Presumably he’ll leave a forwarding address so the company will know where to send that check.
He’ll also receive a supplemental retirement benefit, based on his years of service from 1994, to be paid in a lump sum, also on July 10, 2010.
According to his latest SEC filing, Morris owns 143,011 in Arbitron stock or options. At Monday’s closing price, that would be over $2.2 million.