Exhibit 10.37
KEWAUNEE SCIENTIFIC CORPORATION
FISCAL YEAR 2000
INCENTIVE BONUS PLAN
The Fiscal Year 2000 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 2000.
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, 1999 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
5. Is a manager recommended by the President.
d. Participants in the Plan and their applicable bonus potential amounts are
shown on Exhibits II, III, and IV to the Company's FY 2000 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 II and III, and maximum incentive bonus payouts will be
accrued and available for payout based upon the guidelines shown on
those exhibits.
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b. Non-divisional Corporate Pool
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A pool will start accumulating once pre-tax earnings reach the amounts
shown on Exhibit IV, 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 IV, no awards will be paid to any non-divisional
corporate employee, except at 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 II or III, no awards will be paid to its
employees except at the discretion of the Board of Directors, upon
recommendation by the Compensation Committee.
All division participants will earn their awards dependent on their
division's performance and their individual MBO performance.
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, in July 1999, and approved by the President. The degree of
achievement of these goals will be recommended by each participant's
manager immediately subsequent to April 30, 2000, 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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