Clear Channel has amended the employment contract of John Hogan, CEO of Clear Channel Media and Entertainment (CCME), extending it by two years to December 31, 2015. He also got an enhanced bonus opportunity and an enhanced title.
Formerly CEO of Clear Channel Radio, he is now Chairman and CEO of the renamed CCME. And while the contract term is through the end of 2015, it automatically renews annually unless he or the company gives notice of non-renewal three months before the renewal date.
Hogan now has the opportunity to earn an incremental bonus during calendar year 2012 pursuant with a target of $900,000, based upon performance criteria to be approved by the compensation committee of the board of directors of CC Media Holdings, the parent company. Hogan also received a restricted stock award based on a complicated formula tied to the company’s stock price. CC Media’s stock closed Wednesday (2/22) at $4.80.
For those of you who like to run calculations, here is the formula for the restricted stock grant: “Mr. Hogan will receive a restricted stock unit award with respect to the Class A common stock of CCMH on December 31, 2015 that will vest on December 31, 2016, if the Target Amount (as defined below) is less than $5,000,000 on December 31, 2015 and if he remains employed on both of those dates. The Fair Market Value of the restricted stock unit award will equal $5,000,000 minus the Target Amount. The Target Amount as of a particular date means 251,223 times the excess, if any, of (a) the Fair Market Value of the Shares (as defined in his Stock Option Agreements pursuant to the Clear Channel 2008 Executive Incentive Plan) on such date, over (b) $10.00.”
At the same time, CC Media Holdings Exec. VP and CFO Tom Casey was made eligible to
receive an additional bonus opportunity from of between $0 and $200,000, based on achievement of the supplemental performance criteria to be approved by CCMH’s Compensation Committee.