Genesco Inc – ‘10-Q’ for 10/29/05 – EX-10.B

On:  Thursday, 12/8/05, at 5:11pm ET   ·   For:  10/29/05   ·   Accession #:  950144-5-12586   ·   File #:  1-03083

in

this entire Filing. an “Entity” Search.

Show

Documents searched

and

each “hit”. the 1st “hit”.

↓↑Hints

Quarterly Report   —   Form 10-Q
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Genesco Inc.                                        HTML    439K 
 2: EX-10.B     EX-10.B Non-Employee Director and Named Executive      2±    11K 
                          Officer Compensation                                   
 3: EX-10.C     EX-10.C Form of Incentive Stock Option Agreement       5     24K 
 4: EX-10.D     EX-10.D Form of Non-Qualified Stock Option             5     23K 
                          Agreement                                              
 5: EX-10.E     EX-10.E Form of Restricted Share Award Agreement       5     22K 
 6: EX-10.F     EX-10.F Form of Restricted Share Award Agreement       5     22K 
 7: EX-31.1     EX-31.1 Section 302 Certification of the CEO           2±    11K 
 8: EX-31.2     EX-31.2 Section 302 Certification of the CFO           2±    11K 
 9: EX-32.1     EX-32.1 Section 906 Certification of the CEO           1      7K 
10: EX-32.2     EX-32.2 Section 906 Certification of the CFO           1      7K 

EX-10.B   —   EX-10.B Non-Employee Director and Named Executive Officer Compensation

EX-10.B
TOC
↑Top
Previous
Next
↓Bottom
Just 1st
 
                                                                  EXHIBIT (10)b.

 NON-EMPLOYEE DIRECTOR AND
NAMED EXECUTIVE OFFICER COMPENSATION

NON-EMPLOYEE DIRECTOR COMPENSATION SUMMARY

Effective as of the beginning of Fiscal 2007, directors who are not employees of
the Company will receive a retainer of $30,000 per year and a fee of $1,500 for 
each board meeting they attend in person, $1,000 for each committee meeting they
attend in person and $750 for each meeting they attend by telephone. Each       
committee chairman other than the chairman of the audit committee will receive  
an additional retainer of $4,000 per year. The audit committee chairman will    
receive an additional retainer of $11,500 per year. The Company also pays the   
premiums for non-employee directors on $50,000 of coverage under the Company's  
group term life insurance policy plus additional cash compensation to offset    
taxes on their imputed income from such premiums. Directors who are full-time   
Company employees do not receive any extra compensation for serving as          
directors.                                                                      

Pursuant to the terms of the Company's 2005 Equity Incentive Plan, the Board may
provide that all or a portion of a non-employee director's annual retainer      
and/or retainer fees or other awards or compensation as determined by the Board 
be payable in non-qualified stock options, restricted shares, restricted share  
units and/or other stock-based awards, including unrestricted shares, either    
automatically or at the option of the non-employee directors. The Board will    
determine the terms and conditions of any such awards, including those that     
apply upon the termination of a non-employee director's service as a member of  
the Board. Non-employee directors are also eligible to receive other awards     
pursuant to the terms of the 2005 Equity Incentive Plan, including options and  
SARs, restricted shares and restricted share units, and other stock-based awards
upon such terms as the Company's Compensation Committee may determine; provided,
however, that with respect to awards made to members of the Compensation        
Committee, the 2005 Equity Incentive Plan will be administered by the Board.    

NAMED EXECUTIVE OFFICER COMPENSATION SUMMARY

Fiscal 2007 salaries for the Company's named executive officers are as follows: 

                                                                [Download Table]


Name                                 Title                                    Salary
----                                 -----                                    ------
                                                                                    
Hal N. Pennington   Chairman, President and Chief Executive Officer       $  720,000
Robert J. Dennis    Executive Vice President and Chief Operating Officer     500,000
James S. Gulmi      Senior Vice President and Chief Financial Officer        350,000
Jonathan D. Caplan  Senior Vice President                                    290,000
James C. Estepa     Senior Vice President                                    495,000


Target incentive awards for Fiscal 2007 performance for the named executive     
officers pursuant to the EVA Incentive Plan are as follows:                     

                                                        [Enlarge/Download Table]


Name                                 Title                                Target Incentive
----                                 -----                                ----------------

                                                                                          
Hal N. Pennington   Chairman, President and Chief Executive Officer          $     575,000
Robert J. Dennis    Executive Vice President and Chief Operating Officer           350,000
James S. Gulmi      Senior Vice President and Chief Financial Officer              165,000
Jonathan D. Caplan  Senior Vice President                                          130,000
James C. Estepa     Senior Vice President                                          300,000


The named executive officers also receive long-term incentive awards pursuant to
the Company's shareholder approved equity incentive plans.                      

In addition, certain of the named executive officers are eligible to receive    
matching contributions to their 401(k) Plan accounts, tax preparation fees,     
financial planning fees, club dues, and/or auto allowances. The Company's named 
executive officers are also eligible to participate in the Company's broad-based
benefit programs generally available to its salaried employees, including       
health, disability and life insurance programs and 401(k) Plan.                 

ADDITIONAL INFORMATION

The foregoing information is summary in nature. Additional information regarding
director and named executive officer compensation will be provided in the       
Company's proxy statement to be filed in connection with the 2006 annual meeting
of shareholders.                                                                

5 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/27/24  Genesco Inc.                      10-K        2/03/24   91:12M                                    Donnelley … Solutions/FA
 3/22/23  Genesco Inc.                      10-K        1/28/23   95:15M                                    Donnelley … Solutions/FA
 3/23/22  Genesco Inc.                      10-K        1/29/22  106:16M                                    Donnelley … Solutions/FA
 5/27/21  Genesco Inc.                      10-K/A      1/30/21   12:2.3M                                   ActiveDisclosure/FA
 3/31/21  Genesco Inc.                      10-K        1/30/21  110:17M                                    ActiveDisclosure/FA