Sprint Corp – ‘8-K’ for 2/25/10

On:  Wednesday, 3/3/10, at 11:49am ET   ·   For:  2/25/10   ·   Accession #:  101830-10-1   ·   File #:  1-04721

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Sti Compensation and Targets                           3     17K 

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8-K
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 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) February 25, 2010

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 SPRINT NEXTEL CORPORATION
(Exact name of Registrant as specified in its charter)

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Kansas                        1-04721                 48-0457967
(State of Incorporation)      (Commission File Number)     (I.R.S. Employer     
                                                       Identification No.)

6200 Sprint Parkway, Overland Park, Kansas              66251   
 (Address of principal executive offices)             (Zip Code)

 Registrant's telephone number, including area code (800) 829-0965

 (Former name or former address, if changed since last report)

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Check the appropriate box below if the Form 8-K filing is intended to           
simultaneously satisfy the filing obligation of the registrant under any of the 
following provisions:                                                           

|_|   Written communications pursuant to Rule 425 under the Securities Act      
(17 CFR 230.425)                                                    

|_|   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)                                                         

|_|   Pre-commencement communications pursuant to Rule 14d-2(b) under the       
Exchange Act (17 CFR 240.14d-2(b))                                  

|_|   Pre-commencement communications pursuant to Rule 13e-4(c) under the       
Exchange Act (17 CFR 240.13e-4(c))                                  

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors;    
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 

(e)      Short-Term Incentive Compensation Plan                                 

     On February 26, 2010, the Compensation  Committee of the Board of Directors
of  Sprint  Nextel  Corporation  (the  "Company")  established  the  performance
objectives and other terms of the Company's 2010  Short-Term  Incentive Plan for
officers and other eligible  employees of the Company (the "2010 STI Plan"). The
Compensation  Committee has established two six-month  performance  periods. The
first  period is from  January 1, 2010  through  June 30, 2010 and the second is
from July 1, 2010  through  December  31,  2010.  Each  performance  period  has
discrete performance objectives,  and employees must be employed on December 31,
2010 in order to be eligible to receive compensation for both periods.          

     The 2010 STI Plan  provides  for a payment  of  incentive  compensation  to
officers and other eligible  employees based on the achievement of the following
specified  performance  objectives during the first-half of 2010: adjusted OIBDA
(operating  income before  depreciation  and  amortization),  weighted at 25%; a
measure of retention of our post-paid wireless subscribers, which we refer to as
post-paid churn,  weighted at 20%; net service revenue  (operating  revenue less
equipment  revenue),  weighted at 45%; and our  subscribers  on  Clearwire's  4G
network,  which  we call 4G  subscribers,  weighted  at  10%.  The  Compensation
Committee did not yet set performance objectives for the second-half of 2010.   

     Each of the  performance  objectives  will  have a  threshold,  target  and
maximum level of payment  opportunity.  The maximum payment opportunity is equal
to 200% of the individual's target opportunity. The award payment under the 2010
STI  Plan  will  be  determined  based  on the  Company's  results  using  three
variables:  (1) the individual's annual incentive target  opportunity,  which is
based on a percentage  of the  individual's  base salary;  (2) the  Compensation
Committee's  assessment and certification of Company  performance  compared with
each of the above-referenced performance objectives; and (3) relative weightings
for each  performance  objective.  The  determination  of  payments  for certain
executive  officers  will be made so as to  comply  with  Section  162(m) of the
Internal Revenue Code.                                                          

     Mr. Hesse's  employment  agreement  provides for a target opportunity under
the  short-term  incentive  plan of not  less  than  170% of  base  salary  - or
$2,040,000  for 2010 - with actual  payouts  under the 2010 STI Plan  limited to
200% of his targeted opportunity.  Mr. Brust's employment agreement provides for
a target  opportunity  under the STI Plan of not less than 130% of base salary -
or $1,300,000 for 2010. Mr. Cowan's  employment  agreement provides for a target
opportunity  under STI Plan of not less than 125% of base  salary - or  $906,250
for 2010. Mr. Elfman's  employment  agreement  provides for a target opportunity
under STI Plan of not less than 125% of base salary - or $812,500 for 2010.  Mr.
Robert L. Johnson's employment agreement provides for a target opportunity under
the STI Plan of not less than 100% of base salary - or $460,000 for 2010.       

     The actual incentive  amounts paid under the 2010 STI Plan will be based on
the  Company's  actual  results  during  2010  in  relation  to the  established
performance  objectives,  and these  payments  may be  greater  or less than the
target amounts that have been established.                                      

Long-Term Incentive Compensation Plan for Mr. Brust           

     On February 25, 2010, the  Compensation  Committee  granted the 2010 awards
for Mr. Brust under the Company's 2010  Long-Term  Incentive Plan (the "2010 LTI
Plan"). The Compensation  Committee has not yet set any of the terms of the 2010
LTI Plan with respect to any other officers or other  eligible  employees of the
Company.                                                                        

     Pursuant to the terms of his amended employment  agreement,  dated December
22,  2009,  Mr.  Brust's  2010 LTI Plan  target  opportunity  of $3  million  is
allocated  equally in value in stock options and  restricted  stock units all of
which  will vest on May 1, 2012,  subject to  compliance  with  non-compete  and
non-solicitation  covenants under his employment agreement.  The number of stock
options  granted  is based on the  value of each  option  determined  using  the
Black-Scholes  valuation  model. The number of restricted share units awarded is
based on the 30-day average trading price of the Company's common stock.        

     The stock option grants and  restricted  stock unit awards,  as applicable,
will be made pursuant to the Company's 2007 Omnibus Incentive Plan.             

Special Payment                                                     

     On February 25, 2010, the  Compensation  Committee also approved a lump-sum
payment  to Mr.  Elfman in the  amount of  $300,000  related  to his  successful
leadership of the Ericsson transaction, which was completed in 2009.            

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SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.                                           

                       SPRINT NEXTEL CORPORATION

Date: March 3, 2010                    /s/ Timothy O'Grady                      
                           By:   Timothy O'Grady
                                     Assistant Secretary

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-K’ Filing		Date		First		Last			Other Filings
		5/1/12		2					4
		12/31/10		2					10-K
		7/1/10		2
		6/30/10		2					10-Q
Filed on:		3/3/10		3
		2/26/10		2					10-K,  4
For Period End:		2/25/10		1		2			4
		1/1/10		2
		12/22/09		2					8-K,  SC 13D/A
									List all Filings