Exhibit 10.37
KEWAUNEE SCIENTIFIC CORPORATION
FISCAL YEAR 1998
INCENTIVE BONUS PLAN
The Fiscal Year 1998 Incentive Bonus Plan (the Plan) will provide for a bonus
pool and bonus payouts based upon achievement of various levels of pre-tax
earnings (after bonus accruals) for the year and other conditions described
herein, as approved by the Company's Board of Directors. The Plan is proposed
as a one-year plan for Fiscal Year 1998.
The provisions of the Plan are:
1. Eligibility of Participants to Share in the Bonus Pool
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a. Eligible participants of the Plan will be nominated by the President
and approved by the Board of Directors, upon recommendation by the
Compensation Committee. The bonus potential percentages for each
participant in the Plan will also be approved by the Board of
Directors, upon recommendation by the Compensation Committee.
b. Each participant will be eligible to share in the pool up to the
specified percentage of his or her May 1, 1997 base salary.
c. In addition to individuals reporting directly to the President,
managers fulfilling the following criteria are eligible to participate
in the Plan:
1. Salary Grade 14 or above.
2. Seniority of one year or more.
3. Is not currently in another incentive plan (e.g., sales plan).
4. Is a direct report to a direct report to the President, or is a
manager recommended by the President.
d. Participants in the Plan and their applicable bonus potential amounts
are shown on Exhibits III, IV, and V to the Company's F.Y. 1998 Bonus
Schedules (all Exhibits referred to in this Plan are exhibits to such
Schedules).
2. Building of a Bonus Pool
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a. Division Pools
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. The divisions (the Laboratory Products Group and the Technical
Products Group) will start to accrue pools for potential bonus
payouts once pre-tax operating earnings of each division reach the
amounts shown as Goal 1 on Exhibits III
and IV, and maximum incentive bonus payouts will be accrued and
available for payout based upon the guidelines shown on those
exhibits.
b. Non-divisional Corporate Pool
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. A pool will start accumulating once pre-tax earnings reach the
amounts shown on Exhibit V, and maximum bonus payouts will be
accrued and available for payout based upon the guidelines shown on
that exhibit.
3. Bonus Payout Conditions
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. If the Company achieves pre-tax earnings less than the amount shown
as Goal 1 on Exhibit V, no awards will be paid to any non-
divisional corporate employee, except in the discretion of the
Board of Directors, upon recommendation by the Compensation
Committee.
. If a division achieves pre-tax earnings less than the amounts shown
for it as Goal 1 on Exhibits III or IV, no awards will be paid to
its employees except in the discretion of the Board of Directors,
upon recommendation by the Compensation Committee.
. If a division achieves pre-tax earnings equal to or greater than
Goal 1 for that division, but the Company does not achieve the
amount shown as F.Y. 1998 Planned Consolidated Pre-tax Earnings on
Exhibit I, awards, both fixed and discretionary, earned on a
divisional level will be paid to all eligible divisional employees
at 75% of their bonus otherwise earned.
. Beginning with the achievement of Goal 1, the bonus potential
percentage for each participant is linear with the increase in pre-
tax earnings, up to the individual's maximum bonus potential
percentage.
. Positive or negative financial adjustments outside the control of
management (such as, but not limited to, proceeds from insurance
claims, gains or losses from the sale of capital assets, adoption
of new generally accepted accounting pronouncements, etc.) will be
assessed by the Board of Directors and the pre-tax earnings under
the Plan may be adjusted for these items.
. Any portion of the bonus pool not awarded to participants will be
retained by the Company.
. If a participant transfers between performance entities during the
year, his or her incentive compensation will be based on the
performance of the respective entities on a pro rata basis from his
or her transfer date as determined by the President.
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. A participant must be an employee of the Company on the day of the
bonus payout to be eligible to receive a bonus. In unusual
circumstances, however, the Board of Directors, upon recommendation
by the Compensation Committee, may grant a discretionary bonus.
. The Board of Directors, upon recommendation by the Compensation
Committee, may approve the pro rata participation of a participant
who joins the Company or who is appointed to a key position within
the Company after the outset of the Plan year, with a pro rata
increase in the bonus pool.
4. Participant's Bonus Potential
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Each participant's bonus potential will be comprised of the following:
. A Fixed Bonus equal to 75% of each participant's bonus potential
will be based on achievement of corporate or divisional pre-tax
earnings goals, as set forth in the Plan, and
. A Discretionary Bonus up to the remaining 25% of each participant's
bonus potential will be calculated taking into account the
participant's MBO achievements and other relevant factors during
the year. The discretionary portion of each participant's bonus
will take into account the participant's achievement of management
goals established, and weighted, early in F.Y. 1998 and approved by
the President. The degree of achievement of these goals will be
recommended by each participant's manager prior to April 30, 1998
and the discretionary bonus, if any, will then be determined and
awarded at the discretion of the Board of Directors, upon
recommendation by the President and the Compensation Committee.
5. The Plan may be amended at any time by the Board of Directors.
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