Pre-Effective Amendment to Registration Statement (General Form) — Form S-1
Filing Table of Contents
Document/Exhibit Description Pages Size
1: S-1/A Mks Instruments, Inc. 90 439K
2: EX-3.1 Restated Articles of Organization 36 92K
3: EX-3.2 Amended and Restated Articles or Organization 16 46K
4: EX-3.4 Amended and Restated Bylaws 16 59K
7: EX-10.11 Loan Agreement Dated November 11, 1993 101 293K
8: EX-10.13 Loan Agreement Dated February 23, 1996 94 300K
9: EX-10.17 Comprehensive Supplier Agreement 121 315K
10: EX-10.18 Management Incentive Program 2 12K
5: EX-10.4 1999 Employee Stock Purchase Plan 6 28K
6: EX-10.9 Loan Agreement Dated October 31, 1995 47 154K
11: EX-23.2 Consent of Pricewaterhousecoopers LLP 1 7K
12: EX-27 Financial Data Schedule 1 7K
EX-10.18 — Management Incentive Program
EX-10.18 | 1st Page of 2 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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Confidential Materials omitted and filed separately with the
Securities and Exchange Commission. Asterisks denote omissions.
EXHIBIT 10.18
PERSONAL & CONFIDENTIAL
MEMORANDUM
--------------------------------------------------------------------------------
TO:
FROM: George Manning
DATE:
SUBJECT: 1999 Management Incentive Program
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The amount of bonus you may be eligible to earn under the Management Incentive
Program in 1999 will be dependent on the consolidated net income achieved by the
Corporation for calendar year 1999. Consolidated net income means the
consolidated net profits of the Corporation and its subsidiaries after payment
by the Corporation of bonuses to all employees of the Corporation, contributions
by the Corporation to the Retirement Plan on behalf of all employees of the
corporation (in the United States who are eligible to participate in the
Retirement Plan), and before payment by the Corporation of all income taxes.
If our consolidated net income for 1999 ends up less than ***********, you will
not earn a bonus. If the consolidated net income is ************ or greater, you
will earn a bonus in the amount shown on the attached table. However, in no
event can your bonus exceed 200% of your targeted bonus for 1999.
In order to receive a payout under this Plan, we must be successful in keeping
our non-direct employment at current levels and maintaining tight controls over
our spending. In addition, our 1999 net sales must meet or exceed ********** net
sales. For example, if our annual net sales for 1999 were approximately equal to
our annual net sales for 1998, you could receive approximately 10% of your
targeted bonus amount. If we were able to grow our net 1999 sales to
approximately *** more than our net 1998 sales, you could receive approximately
50% of your targeted bonus amount. And at *** growth over last year, with good
cost control measures in place, you could expect to receive your full targeted
bonus amount. The consolidated net income objectives are based on current
financial conditions. Significant changes in those conditions could cause our
net income objectives to be appropriately revised based on new circumstances.
In order to participate in this management Incentive Program, you must be
actively employed by MKS Instruments, Inc. as of December 31, 1999.
THIS INFORMATION IS EXTREMELY CONFIDENTIAL AND SHOULD BE TREATED AS
SUCH. YOU SHOULD NOT DIVULGE THIS INFORMATION
INSIDE OR OUTSIDE OF MKS INSTRUMENTS, INC.
GM: 99-4200:jg
Attachments
Six Shattuck Road, Andover, MA 01810
logo Telephone (978) 975-2350 Fax (978) 975-3756
CONFIDENTIAL MATERIALS OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND
EXCHANGE COMMISSION. ASTERISKS DENOTE OMISSIONS.
PERSONAL & CONFIDENTIAL
1999 MANAGEMENT INCENTIVE PROGRAM
CALENDAR YEAR 1999 CONSOLIDATED NET PROFIT TABLE
(JANUARY 1 - DECEMBER 31, 1999)
YOUR TARGET BONUS IS 40% OF YOUR 1999 BASE COMPENSATION, WHICH
WILL BE FULLY ACHIEVED IF CONSOLIDATED NET INCOME BEFORE
TAXES REACHES ****M. AT ****M CONSOLIDATED NET
INCOME BEFORE TAXES, YOU WOULD RECEIVE 200%
OF YOUR TARGET BONUS, WHICH WOULD BE
80% OF YOUR 1999 BASE COMPENSATION.
[Download Table]
Consolidated Net Income %* Percent of Target Bonus Earned
-------------------------- ------------------------------
< $******** 0%
$********** 10%
$********** 25%
$********** 35%
$********** 50%
$********** 65%
$********** 75%
$********** 90%
$********** 100%
$********** 125%
$********** 150%
$********** 175%
>$********* 200%
*Consolidated net income worldwide, before taxes.
THIS INFORMATION IS EXTREMELY CONFIDENTIAL AND SHOULD BE TREATED
AS SUCH. YOU SHOULD NOT DIVULGE THIS INFORMATION
INSIDE OR OUTSIDE OF MKS INSTRUMENTS, INC.
Dates Referenced Herein and Documents Incorporated by Reference
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