Exhibit 10.1
BRIGHTSPRING HEALTH SERVICES, INC.
SENIOR EXECUTIVE CASH INCENTIVE BONUS PLAN
This Senior Executive Cash Incentive Bonus Plan (the “Incentive Plan”) is intended to provide an incentive for superior work and to motivate eligible employees of BrightSpring Health Services, Inc. (the “Company”) and its subsidiaries toward even higher achievement and business results, to tie their goals and interests to those of the Company and its stockholders and to enable the Company to attract and retain highly qualified executives. The Incentive Plan is for the benefit of Covered Participants (as defined below).
From time to time, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of the Company (the “Board”) may select certain key employees (the “Covered Participants”) to be eligible to receive bonuses hereunder. Participation in the Incentive Plan does not change the “at will” nature of a Covered Participant’s employment with the Company.
The Incentive Plan is administered by the Compensation Committee. The Compensation Committee shall have the full power and authority to administer and interpret the Incentive Plan, including, without limitation, the power to: (a) prescribe, amend, and rescind rules and procedures relating to the Incentive Plan and to define terms not otherwise defined herein; (b) certify the level at which those Corporate Performance Goals (as defined below) approved by the Board are attained for an applicable Performance Period, including in excess of one hundred percent (100%); (c) determine which employees qualify as Covered Participants in the Incentive Plan and which Covered Participant shall be paid cash bonuses under the Incentive Plan; (d) determine whether, to what extent, and under what circumstances cash bonuses awarded under the Incentive Plan may be forfeited or suspended; (e) correct any defect, supply any omission, or reconcile any inconsistency in the Incentive Plan or any cash bonus awarded under the Incentive Plan in the manner and to the extent that the Compensation Committee shall deem appropriate; (f) adjust or modify the calculation of a Corporate Performance Goal for a Performance Period so as to avoid unanticipated consequences or address unanticipated events; provided that while the Compensation Committee may equitably adjust the percentages allocated to any Corporate Performance Goal, changes in the Corporate Performance Goals should be approved by the Board; (g) make all determinations necessary and advisable in administering the Incentive Plan; and (h) periodically review and amend the Incentive Plan. For purposes of this Incentive Plan, the term “Performance Period” means the period for which performance is calculated, which unless otherwise indicated by the Compensation Committee, will be a calendar year.
The Compensation Committee hereby delegates to the Chief Executive Officer of the Company (the “CEO”) full power and authority to administer and interpret the Incentive Plan and any cash bonuses awarded under the Incentive Plan with respect to Non-Executive Participants (as defined below), and references to the “Compensation Committee” as used herein shall be deemed to include the CEO with respect to Non-Executive Participants. The Compensation Committee hereby delegates to and authorizes the head of Human Resources and his or her agents to determine the treatment (including any
proration) of awards for Non-Executive Participants who take any leave of absence, join the Company after the applicable Performance Period has commenced, who change job grades or geographic work location or have a similar change in status during a Performance Period, to assist in the day-to-day administration of the Plan and to communicate the terms of the Plan and bonus awards to Participants. The determinations of the Compensation Committee and its delegates with respect to the Plan will be final, binding, and conclusive on all interested parties. For purposes of this Section 3, the term “Non-Executive Participant” means any Covered Participant other than the CEO and any Executive Participant. For purposes of this Section 3, the term “Executive Participant” means certain key executives as designated by the Compensation Committee to be eligible to receive bonuses hereunder.
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The Company reserves the right to amend or terminate the Incentive Plan at any time in its sole discretion.
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