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As Of Filer Filing For·On·As Docs:Size Issuer Agent 2/27/09 Sigma Aldrich Corp 10-K 12/31/08 10:1.2M RR Donnelley/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 240K
2: EX-10.(V) Summary Description of the Compensation of HTML 46K
Non-Employee Directors
3: EX-10.(W) Summary Description of the Compensation for the HTML 49K
Executive Officers
4: EX-13 Pages 19-46 of the Annual Report to Shareholders HTML 734K
Year Ended 12/31/2008
5: EX-21 Subsidiaries of Registrant HTML 44K
6: EX-23 Consent of Independent Registered Public HTML 10K
Accounting Firm
7: EX-31.1 Section 302 Certification of Chief Executive HTML 15K
Officer
8: EX-31.2 Section 302 Certification of Chief Financial HTML 15K
Officer
9: EX-32.1 Section 906 Certification of Chief Executive HTML 9K
Officer
10: EX-32.2 Section 906 Certification of Chief Financial HTML 9K
Officer
| Summary description of the compensation for the Executive Officers |
Exhibit 10(w)
INFORMATION CONCERNING EXECUTIVE COMPENSATION
The following table presents details of compensation information previously discussed within the Compensation Discussion and Analysis for the Principal Executive Officer, the Principal Financial Officer and the three other most highly compensated executive officers, based on total compensation in 2008, 2007 and 2006:
SUMMARY COMPENSATION TABLE
| Year | Salary | Bonus (1) | Stock Awards (2) |
Option Awards (3) |
Nonequity Incentive Plan Comp. (4) |
Change in Pension Value and Nonqualified Deferred Comp. Earnings (5) |
All Other Comp. (6) |
Total | ||||||||||||||||||
| Jai P. Nagarkatti |
2008 2007 2006 |
$
|
750,000 660,000 600,000 |
$
|
— — — |
$
|
434,976 397,678 129,259 |
$
|
927,969 858,906 514,301 |
$
|
356,625 439,105 416,874 |
$
|
79,672 40,069 80,269 |
$
|
196,171 195,000 191,590 |
$
|
2,745,413 2,590,758 1,932,293 | |||||||||
| David R. Harvey (7) |
2006 | 250,000 | 500,000 | — | 868,068 | 500,000 | 56,718 | 9,235 | 2,184,021 | |||||||||||||||||
| Rakesh Sachdev (8) |
2008 | 59,375 | — | 37,667 | 37,677 | — | 932 | 2,077 | 137,728 | |||||||||||||||||
| Michael R. Hogan (8) |
2008 2007 2006 |
|
394,167 430,000 430,000 |
|
— — — |
|
85,950 133,412 51,704 |
|
433,979 328,637 313,127 |
|
124,951 213,495 222,955 |
|
10,913 4,965 12,201 |
|
34,680 42,000 41,820 |
|
1,084,640 1,152,509 1,071,807 | |||||||||
| Franklin D. Wicks |
2008 2007 2006 |
|
350,000 340,000 330,000 |
|
— — — |
|
112,273 133,412 51,704 |
|
263,519 328,637 313,127 |
|
122,045 156,570 177,375 |
|
45,489 6,544 54,713 |
|
44,774 42,810 41,586 |
|
938,100 1,007,973 968,505 | |||||||||
| David W. Julien |
2008 2007 2006 |
|
340,000 330,000 320,000 |
|
— — — |
|
112,273 133,412 51,704 |
|
263,519 328,637 313,127 |
|
118,558 163,845 165,920 |
|
30,256 5,551 32,124 |
|
45,269 43,382 42,592 |
|
909,875 1,004,827 925,467 | |||||||||
| Gilles A. Cottier (7) |
2008 2007 |
|
300,000 290,000 |
|
— — |
|
112,273 133,412 |
|
242,264 264,832 |
|
104,610 143,985 |
|
15,219 11,469 |
|
41,191 40,333 |
|
815,557 884,031 | |||||||||
| (1) | Represents the amount paid to Dr. Harvey on January 3, 2006 pursuant to the terms of his prior employment agreement based on his continued employment through that date. Effective January 3, 2006, we entered into a new agreement with Dr. Harvey, described under “Employment Agreements” on page 33. |
| (2) |
Amounts listed represent the amount of expense recognized for financial reporting purposes in 2008, 2007 and 2006 for performance shares, before reflecting assumed forfeitures, in accordance with SFAS 123(R). Assumptions used in the calculation of these targeted amounts are included in Note 11 “Common Stock” to our consolidated financial statements for 2008 included in our Annual Report on Form 10-K filed with the SEC on February 27, 2009. The performance shares were granted pursuant to our 2003 LTIP. Dividends are not paid on these performance shares. The ultimate number of shares earned, pursuant to these grants, depends upon our performance over the three-year periods ending December 31 of each year, beginning with 2008. These shares are awarded after the results for the performance period have been determined. Amount shown for Mr. Hogan reflects the forfeiture of 1/36th of the 2006 grant, 13/36ths of the 2007 grant and 25/36ths of the 2008 grant due to his retirement on November 30, 2008. |
| (3) | Represents the amount of expense recognized for financial reporting purposes in 2008, 2007 and 2006, before reflecting assumed forfeitures, as described in SFAS 123(R), and thus includes amounts from awards granted in and prior to 2007 based on the vesting of these awards. Assumptions used in the calculation of these amounts are included in Note 11 “Common Stock” to our consolidated financial statements for 2008 included in our Annual Report on Form 10-K filed with the SEC on February 27, 2009. |
| (4) | Amounts are earned and accrued during the fiscal year indicated and are paid subsequent to the end of the fiscal year pursuant to our cash bonus plan, discussed beginning on page 18, except for Dr. Harvey, who earned the amount paid to him on January 3, 2006 pursuant to the terms of his prior employment agreement based on the achievement of targeted financial performance for 2003, 2004 and 2005. The amount paid to Mr. Hogan was prorated based on the number of months employed during the current calendar year prior to his retirement on November 30, 2008. |
| (5) | Amounts represent the change in the present value of accrued benefits under our defined benefit pension plan, discussed beginning on page 29, from November 30, 2007 to December 31, 2008. Effective with the 2008 calendar year, the Company was required to change the plan’s measurement date used for financial reporting purposes from November 30 to December 31. The change in the pension values is the change for the calendar year, rather than the thirteen months elapsed since the previous measurement date. There are no above-market or preferential investment earnings on nonqualified deferred compensation arrangements for any of our named executive officers or any other employees. |
| (6) | Components of this column are described in the All Other Compensation table on page 27. |
| (7) | Mr. Cottier qualified as a named executive officer in 2007 for purposes of compensation presentations. Dr. Harvey qualified as a named executive officer in 2006 only. |
| (8) | Mr. Hogan retired on November 30, 2008. Mr. Sachdev replaced Mr. Hogan as CFO on November 17, 2008. |
The components of all other compensation for 2008 are as follows:
ALL OTHER COMPENSATION
| Name |
Year | 401(k) Retirement Savings Plan |
Supplemental Retirement Plan |
Personal Use of Company Vehicle |
Total | |||||||||
| Jai P. Nagarkatti |
2008 | $ | 8,880 | $ | 182,300 | $ | 4,991 | $ | 196,171 | |||||
| Rakesh Sachdev |
2008 | — | — | 2,077 | 2,077 | |||||||||
| Michael R. Hogan |
2008 | 8,880 | 25,800 | — | 34,680 | |||||||||
| Franklin D. Wicks |
2008 | 8,880 | 28,500 | 7,394 | 44,774 | |||||||||
| David W. Julien |
2008 | 8,880 | 27,900 | 8,489 | 45,269 | |||||||||
| Gilles A. Cottier |
2008 | 8,880 | 25,500 | 6,811 | 41,191 | |||||||||
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/27/09 | 4 | ||
| For Period End: | 12/31/08 | 11-K, 8-K | ||
| 11/30/08 | ||||
| 11/17/08 | 3, 4 | |||
| 11/30/07 | ||||
| 1/3/06 | 4 | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/01/09 SEC UPLOAD¶ 10/16/17 1:116K Sigma Aldrich Corp. 4/08/09 SEC UPLOAD¶ 10/16/17 1:130K Sigma Aldrich Corp. |