EX-10.ee
1994
EXECUTIVE
GAINSHARING PROGARM
1994 EXECUTIVE GAINSHARING PROGRAM
The Executive Gainsharing Program is one of three sections of a Company-
wide gainsharing program. Other work units participating in the Company-
wide program are the Bargaining Unit and a program for the
Management/Support Staff work unit. Each of the three work units have
goals established in which participants can directly influence the results.
The maximum award that any participant may receive is three percent.
This program is designed for the officers in the following positions:
Chairman, President and CEO; President and COO; Sr. Vice President,
Finance; Vice President, Public Affairs and District Administration;
Secretary/Treasurer, and Controller.
BLACK HILLS CORPORATION
1994 Executive Gainsharing Program Goals
I. Safety Goal (1%)
This category has a total award value of 1%. The category is
comprised of two (2) pre-qualification goals each independent of the
other and worth a 1/2% each. The goals are:
A. Motor Vehicle Accidents
B. OSHA Recordable Occurrences.
To receive a 1/2% award for each of the two goals, the Company average
must be less than the NCEA average at year-end in each respective
area.
II. O&M Expense Reduction Goal (1%)
This category has a total award value of 1%. For an award to be paid
in this category, a reduction in the O&M budget must occur. A payout
to the participants will be equal to one-third of the average company-
wide participant gainshare payout.
Example: The average 1994 gainshare award payout per participant is
2.5%. Each participant (officer) in this specific program
would receive a payout equal to .825%.
III. Neil Simpson II Goals (1%)
The goal has a total award value of 1%. Each participant will develop
a goal representing their respective area of responsibility in
relation to Neil Simpson II. At year-end, the CEO will determine to
what degree the goal has been achieved. Awards for each participant
can be made in 1/4% increments not to exceed 1%.
GUIDELINES
The program will be comprised of a one year period starting January 1,
1994, through December 31, 1994. The gainshare program calculations and
payout checks, if awarded, will be issued in the first quarter of the
following year.
An individual employee's gainsharing bonus, if any, will be paid on gross
pay as it appears on the employee's W-2. This includes regular, paid time
off, and other forms of compensation.
An employee who transfers between one of the three gainshare programs as
defined in the 1949 Gainsharing Program will have their gainshare bonus, if
awarded, based upon where the greatest amount of time worked occurred. The
maximum gainsharing award an employee may receive is 3%.
Anyone terminated from employment with Black Hills Corporation before the
completion of the program will not be eligible for any gainsharing bonus.
Exceptions would be death, permanent disability or retirement.
Board of Directors Retain Discretion
This Plan is not at any time a contract of employment. The Company
reserves the right to change this Plan whenever and in any manner it deems
appropriate. Irrespective of changes in the Plan, no rights are vested.
All awards are earned only when and if finally approved by the Board of
Directors notwithstanding anything contained in the Plan that may be
construed to be to the contrary.
The Board of Directors, in its sole and absolute discretion, may decline to
approve any award, though the participant may have achieved or exceeded
threshold and target levels of performance. Setting a threshold or target
of performance for any participant does not constitute a promise to pay an
award even if the participant meets the threshold or target of performance.
In determining whether to make an award and the amount of the award, the
Board of Directors may consider criteria other than or in addition to the
threshold and target performance determined under this Plan. Nothing in
this Plan is a promise by the Company or any of its subsidiaries to
continue to employ any participant for any period of time.