1 EXHIBIT NO. 10.ee PROFIT SHARING BONUS PLAN OF HUFFY CORPORATION FOR 1993 2 PROFIT SHARING BONUS PLAN - C 93 ENTIRE POLICY REVISED POLICY - ------ CERTAIN EXEMPT EMPLOYEES OF THE CORPORATION AND ITS SUBSIDIARIES SHALL BE GIVEN CONSIDERATION FOR PAYMENT UNDER THE CORPORATION'S PROFIT SHARING BONUS PLAN PROVIDED THEY HAVE COMPLETED SIX (6) MONTHS OF SERVICE BY CALENDAR YEAR END. PAYMENTS WILL BE CONSIDERED ON THE BASIS OF CORPORATE AND HUFFY COMPANY FINANCIAL RESULTS AND, FOR SOME POSITIONS, INDIVIDUAL PERFORMANCE AGAINST OBJECTIVES. THE SCHEDULES SET FORTH BELOW ARE GUIDELINES ONLY AND PAYMENTS MAY BE MODIFIED OR OMITTED BY MANAGEMENT, OR BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS, IN THEIR SOLE DISCRETION. PAYMENTS SHALL BE MADE ONLY TO EMPLOYEES WITH AT LEAST "MEETS SOME BUT NOT ALL PERFORMANCE REQUIREMENTS" JOB EVALUATION. Bonus Opportunity as a % of I. Basis and Level of Awards Actual Base Salary ------------------------- --------------------------- Min. Target Max. ---- ------ ---- A. Chairman and President ---------------------- Corporate RONA 0 40.0% 80.0% Individual Performance Against Goals 0 10.0% 20.0% --- ----- ----- 0% 50.0% 100.0% B. Executive Vice President ------------------------ Corporate RONA 0 32.0% 64.0% Individual Performance Against Goals 0 8.0% 16.0% --- ----- ----- 0% 40.0% 80.0% C. Other Corporate Officers ------------------------ Corporate RONA 0 22.5% 45.0% Huffy Company Performance* vs. PP 0 1.5% 3.0% Individual Performance Against Goals 0 6.0% 12.0% --- ------ ----- 0% 30.0% 60.0% <FN> *Huffy Company Performance as used herein means the principal criteria (Huffy Company RONA or Huffy Company EBIT-AUC) utilized for the assigned Huffy Company. 3 PROFIT SHARING/BONUS PLAN (Continued) D. Huffy Company Heads ------------------- 1. HBC*, HSC, and WIS Corporate RONA 0 6.0% 12.0% Huffy Company RONA vs. PP 0 18.0% 36.0% Individual Performance Against Goals 0 6.0% 12.0% --- ----- ----- 0% 30.0% 60.0% *HBC President/General Manager also participates in the HBC Gainsharing Program. Any monies earned under this PSBP will be reduced by an amount equal to the amount earned under the HBC Gainsharing Program. 2. HSF Corporate RONA 0 6.0% 12.0% Huffy Company EBIT-AUC vs. PP 0 18.0% 36.0% Individual Performance Against Goals 0 6.0% 12.0% --- ----- ----- 0% 30.0% 60.0% 3. TTH Corporate RONA 0 6.0% 12.0% Huffy Company EBIT-AUC vs. PP 0 18.0% 36.0% Individual Performance Against Goals 0 6.0% 12.0% --- ----- ----- 0% 30.0% 60.0% 4. GBPC Corporate RONA 0 6.0% 12.0% Huffy Company (without GWPC) RONA vs. PP 0 14.4% 28.8% GWPC RONA vs. PP 0 3.6% 7.2% Individual Performance Against Goals 0 6.0% 12.0% --- ----- ----- 0% 30.0% 60.0% E. Huffy Company Staffs -------------------- 1. HBC*, HSC, WIS Huffy Company RONA vs. PP 0 12.0% 24.0% Individual Performance Against Goals 0 3.0% 6.0% --- ----- ----- 0% 15.0% 30.0% <FN> *HBC Staff also participate in the HBC Gainsharing Program. Any monies earned under this PSBP will be reduced by an amount equal to the amount earned under the HBC Gainsharing Program. 4 PROFIT SHARING/BONUS PLAN (Continued) 2. GWPC Vice President & General Manager GWPC RONA vs. PP 0 12.0% 24.0% Individual Performance Against Goals 0 3.0% 6.0% --- ------ ----- 0% 15.0% 30.0% 3. GBPC Vice President - Operations Huffy Company (without GWPC) RONA vs. PP 0 12.0% 24.0% Individual Performance Against Goals 0 3.0% 6.0% --- ----- ----- 0% 15.0% 30.0% 4. TTH Staff and Manager, Cost and Control; TTH Harrisburg Plant Manager Huffy Company EBIT-AUC vs. PP 0 12.0% 24.0% Individual Performance Against Goals 0 3.0% 6.0% --- ----- ----- 0% 15.0% 30.0% 5. HSF Staff Huffy Company EBIT-AUC vs. PP 0 12.0% 24.0% Individual Performance Against Goals 0 3.0% 6.0% --- ----- ----- 0% 15.0% 30.0% 6. GBPC Staff (excluding GBPC V.P. - Operations and GWPC V.P./General Manager) Huffy Company (without GWPC) RONA vs. PP 0 9.6% 19.2% GWPC RONA vs. PP 0 2.4% 4.8% Individual Performance Against Goals 0 3.0% 6.0% --- ----- ----- 0% 15.0% 30.0% 5 PROFIT SHARING/BONUS PLAN (Continued) F. Corporate Exempt ---------------- 1. Positions with 700 or more Hay points Corporate RONA 0 12.0% 24.0% Individual Performance Against Goals 0 3.0% 6.0% --- ----- ----- 0% 15.0% 30.0% 2. Positions with less than 700 Hay points Corporate RONA 0% 10.0% 20.0% G. Other Exempt ------------ 1. Huffy Company Exempt* (except HSF Exempt; GBPC Exempt; GWPC Exempt; WIS Field Management (see Policy 701-B for WIS Field Management personnel) and Exempt; and TTH Exempt) Huffy Company RONA vs. PP 0% 10.0% 20.0% *HBC Exempt also participate in the HBC Gainsharing Program. Any monies earned by HBC Exempt under this PSBP will be reduced by an amount equal to the amount earned under the HBC Gainsharing Program. 2. HBC First Line Production and Maintenance Supervisors Huffy Company RONA vs. PP 0 10.0% 12.0%* Huffy Company Gainsharing Plan 0 - 12.0%* --- ----- ------ 0% - 20.0% <FN> *Either category of bonus payment (Huffy Company RONA vs. PP or Gainsharing performance) may pay up to a maximum of 12% for the fiscal year but the maximum total bonus for both categories may not exceed 20%. 6 PROFIT SHARING/BONUS PLAN (Continued) 3. HSF District Managers District Sales $ vs. PP 0 2.0% 4.0% District Gross Field Profit % vs. PP 0 2.0% 4.0% District Gross Field Profit $ vs. PP 0 4.0% 8.0% Huffy Company EBIT-AUC vs. PP 0 2.0% 4.0% --- ----- ----- 0% 10.0% 20.0% 4. HSF Area Managers Area Gross Field Margin % vs. PP 0 2.0% 4.0% Area Gross Field Margin $ vs. PP 0 2.0% 4.0% Huffy Company EBIT-AUC vs. PP 0 1.0% 2.0% --- ----- ----- 0% 5.0% 10.0% 5. HSF Other Exempt Huffy Company EBIT-AUC vs. PP 0% 10.0% 20.0% 6. GBPC Financial Staff (including all Denver-based MIS, Credit and Accounting employees except for MIS LAN Administrator and Cost Accountant) Huffy Company (without GWPC) RONA vs. PP 0 8.0% 16.0% GWPC RONA vs. PP 0 2.0% 4.0% --- ----- ----- 0% 10.0% 20.0% 7. GBPC Director - Sales, GBPC Director - Marketing, GBPC Director - International Sales and Marketing, GBPC Sales Administrator, GBPC Consumer Relations Supervisor, GBPC Sales Managers, GBPC Customer Service Manager, GBPC Business Line Manager for GWPC, GBPC Manager of Design Huffy Company (without GWPC) RONA vs. PP 0 8.0% 16.0% GWPC RONA vs. PP 0 2.0% 4.0% --- ----- ----- 0% 10.0% 20.0% 7 PROFIT SHARING/BONUS PLAN (Continued) 8. Other GBPC Exempt Huffy Company (without GWPC) RONA vs. PP 0% 10.0% 20.0% 9. GWPC Exempt GWPC RONA vs. PP 0% 10.0% 20.0% 10. TTH Plant Managers at Anderson, Shiremanstown, and York; TTH Site Manager; TTH Director of Technical Services; TTH Regional Sales Managers; TTH Industrial Sales Manager; TTH Canadian Marketing Manager; TTH Credit Manager; TTH Manager, Financial Analysis; TTH Marketing Manager; TTH Manager, Materials and Wood Operations; TTH Director, Purchasing; TTH Manager, Design Engineering; TTH Manager, Product Development; TTH Division Manager, Quality Assurance; TTH Manager, Industrial Engineering/ Workmate; TTH Manager, Production Engineering; Director, MIS; TTH Supervisor, Tool & Die; TTH Manager Production & Inventory; TTH General Foreman, Production; TTH Division Quality Engr.; TTH Mill Managers; TTH Regional Manager; TTH Supervisor, Distribution; TTH Employee Relations Rep.; TTH Sr. Benefits Admin.; TTH Sr. Financial Analysts; TTH Plant Controller, Camp Hill; TTH Camp Hill Production Managers; TTH Manager, Data Operations; TTH Product Managers; TTH Buyers; TTH Manager, Sales Service; TTH Product Design Engr.; TTH Product Development Engr.; TTH Product Engr.; TTH Sr. Programmer Analyst; TTH Engineering Director, Ireland; TTH Finance Controller, Ireland; TTH Personnel Manager, Ireland; TTH Sales/Marketing Director, Ireland; TTH Materials/Warehouse Manager, Ireland; TTH Manufacturing Director, Ireland 8 PROFIT SHARING/BONUS PLAN (Continued) TTH EBIT-AUC vs. PP 0% 10.0% 20.0% --- ----- ----- 0% 10.0% 20.0% 11. TTH Canadian District Sales Managers Net Sales $ vs. Sales Objective $* 0% 10.0% 20.0% --- ----- ----- 0% 10.0% 20.0% *Threshold payment of 2% applies when 90% of pre-established Sales Objective $ are attained, 10% when 100% of Sales Objective $ are attained, and 20% when 110% of Sales Objective $ are obtained. 12. WIS Director - Accounting; WIS Director - Management Information Systems; WIS Manager - Payroll; WIS Manager - Accounts Receivable; WIS Manager - Tax & Financial Analysis; WIS Manager, Business Systems Development; WIS Manager - Compensation & Benefits; WIS Manager - Systems Development; WIS Manager - Requirements & Testing; WIS Manager - General Accounting; WIS Manager - Computer Operations; WIS National Processing Manager; WIS Manager - Credit and Collections; WIS Manager - Employee Relations; WIS Manager - Operations Support and Services; WIS Management Information Systems Manager Huffy Company RONA vs. PP 0 10.0% 20.0% 13. WIS Director - Account Management & Customer Service; WIS National Account Manager; WIS National Sales Manager Huffy Company RONA vs. PP 0 5.0% 10.0% Sales Volume $ vs. PP 0 5.0% 10.0% --- ----- ----- 0% 10.0% 20.0% 14. Other WIS Exempt (excluding WIS Field Management) Huffy Company RONA vs. PP 0 5.0% 10.0% 9 PROFIT SHARING/BONUS PLAN (Continued) II. Corporate Internal Audit Staff ------------------------------- Corporate Internal Audit staff are members of the Corporate Exempt category and bonus recommendations will generally be made on that basis. Such bonus recommendations will be subject to approval by the Audit Committee of the Board of Directors. III. Award Scales1 ------------- Corporate RONA % of Targeted Level Award Earned2 -------------- ------------ Under 9.0% -0- 9.0% Threshold 25% 9.7 50 10.3 75 11.0 Target 100 11.8 125 12.6 150 13.4 175 14.2 Maximum 200 Percent of Targeted Award Earned ---------------------------------- Profit Plan Profit Plan Huffy Company RONA 5% RONA less RONA vs. Plan3 or Greater2 than 5%2 ----------------- ----------- --------- Under 90% -0- -0- 90 Threshold 25% 25% 92 40 40 94 55 55 96 70 70 98 85 85 100 Target 100 100 101.5 110 105 103.0 120 110 104.5 130 115 106.0 140 120 107.5 150 125 109.0 160 130 110.5 170 135 112.0 180 140 113.5 190 145 10 PROFIT SHARING/BONUS PLAN (Continued) (CONT'D) Percent of Targeted Award Earned ---------------------------------- Profit Plan Profit Plan Huffy Company RONA 5% RONA less RONA vs. Plan3 or Greater2 than 5%2 ------------------ ----------- --------- 115.0 200 150 116.5 200 155 118.0 200 160 119.5 200 165 121.0 200 170 122.5 200 175 124.0 200 180 125.5 200 185 127.0 200 190 128.5 200 195 130.0+ Maximum 200 200 HSF % of Targeted EBIT-AUC vs. Plan Award Earned ------------------ ------------- Under 90% -0- 90 Threshold 25% 92 40 94 55 96 70 98 85 100 Target 100 101 110 102 120 103 130 104 140 105 150 106 160 107 170 108 180 109 190 110+ Maximum 200 11 PROFIT SHARING BONUS PLAN (Continued) HSF District % of Targeted Gross Field Profit % vs. PP Award_Earned2 --------------------------- ------------ Greater than 1.0% below -0- -1.0 Threshold 25% -0.8 40 -0.4 70 Target Equal to Target 100 +0.3 130 +0.7 170 +1.0 Maximum 200 % of Targeted HSF District Sales $ vs. PP Award Earned2 --------------------------- ------------ Under 90% -0- 90 25% 100 100 115+ 200 HSF District Gross % of Targeted Field Profit $ vs. PP Award Earned2 --------------------- ------------ Under 90% -0- 90 25% 100 100 110+ 200 (REV.) HSF Area Gross Field % of Targeted Margin $ vs. PP Award Earned -------------------- ------------- Under 90% -0- 90 25% 100 100 110+ 200 (REV.) 12 PROFIT SHARING/BONUS PLAN (Continued) HSF Area Managers % of Targeted Area Gross Field Margin % vs. PP Award Earned2 -------------------------------- ------------ Greater than 1.0% below -0- -1.0 Threshold 25% -0.8 40 -0.4 70 Target Equal to Target 100 +0.3 130 +0.7 170 +1.0 Maximum 200 % of Targeted TTH EBIT-AUC vs. Profit Plan* Award Earned2 ----------------------------- ------------ Greater than $600,000 below -0- -600,000 Threshold 25% -400,000 50 -200,000 75 Target Equal to Target 100 $+200,000 120 +400,000 140 +600,000 160 +800,000 180 $1,000,000+ Maximum 200 *See Addendum for further discussion. 1. The scales are sliding. When actual Corporate RONA is above 8.5% and falls between the points on the scale, it will be adjusted to the nearest 1/10th of 1% and interpolated to determine the award level. When Huffy Company RONA or TTH EBIT-AUC or HSF EBIT-AUC falls between the points on the scale, it will be adjusted to the nearest 1/10th of 1% and interpolated to determine the award level. 13 PROFIT SHARING/BONUS PLAN (Continued) 2. % of targeted award earned is used as a multiple of bonus target which varies by level of employee. Refer to Section I. 3. This scale is applicable to Huffy Company RONA, TTH EBIT-AUC, HSF EBIT-AUC, and similar Huffy Company performance measures. IV. Positions Covered A. Corporate Officers and Huffy Company Presidents Corporate Officers ------------------- Chairman of the Board President Executive Vice President Vice President - Operations Vice President - Law, Chief Administrative Officer and Secretary Vice President - Finance and CFO Vice President - Marketing Vice President - Controller Vice President - Human Resources General Counsel and Assistant Secretary Huffy Company Presidents ------------------------ President and General Manager - Huffy Bicycle Company President and General Manager - Huffy Sports Company President and General Manager - Gerry Baby Products Company President and General Manager - Washington Inventory Service President and General Manager - Huffy Service First, Inc. President and General Manager - True Temper Hardware Company 14 PROFIT SHARING/BONUS PLAN (Continued) B. Huffy Company Staff HBC --- V.P. Operations V.P. Marketing/Sales and Design V.P. Controller V.P. Global Sourcing and Business Development V.P. Product Engineering V.P. Human Resources V.P. Logistics HSC --- V.P. Sales V.P. Controller V.P. Product Engineering/Quality Assurance V.P. Manufacturing V.P. Materials Management V.P. New Product and Business Development GBPC ---- V.P. Sales/Marketing V.P. Controller V.P. Operations V.P. Human Resources V.P. General Manager - GWPC V.P. Product Design and Engineering HSF --- V.P. Operations V.P. Controller V.P. Sales/Marketing V.P. Human Resources WIS --- V.P. Operations V.P. Finance and Controller V.P. Technology & Information Systems V.P. Human Resources V.P. Marketing and Account Management 15 PROFIT SHARING/BONUS PLAN (Continued) TTH --- V.P. Sales and Marketing V.P. Operations Director, Finance V.P. Human Resources Director, Marketing Managing Director, TT Ireland Acting Director, TT Canada V. Individual Non-Financial Performance Goals ------------------------------------------ For those individuals who have a portion of their bonus measured on this basis, the following implementation procedure will be used: 1. Each individual will draw up goals covering the calendar year based on supporting the supervisor's goals and his own. 2. These goals should have the following characteristics: a) Not be associated with financial goals in the Profit Plan. (Financial goals for such things as cost reduction or similar projects are appropriate goals.) b) Be as specific and as measurable as to successful attainment as possible. (A project need not be completed in the calendar year. The goal can be to obtain a specific status in the project by calendar year end.) c) 1) Chairman and President shall each develop no more than 7 to 8 goals. 2) Other Corporate Officers and Huffy Company Presidents shall each develop no more than 6 goals. 3) Huffy Company Staff and Corporate Officer Direct Reports in positions with 700 or more Hay points shall each develop no more than 3 goals. 16 PROFIT SHARING/BONUS PLAN (Continued) d) A "degree of difficulty" should be assigned to each goal on the basis of 1 to 10. 3. The goals and degrees of difficulty shall be reviewed between the individual and his supervisor and agreement reached on: a) Completeness of list b) State of goals c) Degree of difficulty It is the supervisor's responsibility to ensure that there is some consistency in the measurement of "degree of difficulty" among all his subordinates, and the Corporate Officer's responsibility to review for consistency in measurement of "degree of difficulty" among Huffy Company Staff personnel within his function. 4. Non-Financial Objectives Schedule --------------------------------- Upon Approval by The Chairman's and the President's goals shall Compensation be communicated to the Corporate Officers and Committee Huffy Company Presidents promptly following by Compensation Committee of the Board of Directors. 15 days later Corporate Officers and Huffy Company Presidents shall develop their goals and circulate them to other Corporate Officers and Huffy Company Presidents by this date. 10 days later Corporate Officers' and Huffy Company Presidents' goals shall be reviewed with Corporate Officers and approved by their respective immediate supervisors. Corporate Officers and Huffy Company Presidents shall communicate their approved goals to their respective Corporate Officer Direct Reports in positions with 700 or more Hay points and Huffy Company Staffs. 30 days later Corporate Officer Direct Report personnel in positions with 700 or more Hay points and Huffy Company Staff personnel shall have completed their respective goals, reviewed them with the appropriate Corporate Officer (who shall furnish his comments to such Corporate Officer Direct Report or Huffy Company Staff member, the Huffy Company President and the President) and have them approved by the Corporate Officer and President with respect to Corporate Officer Direct Reports in positions with 700 or more Hay points and by the Huffy Company President and the President with respect to Huffy Company Staff members. 17 PROFIT SHARING/BONUS PLAN (Continued) 5. Non-Financial Objectives Results Schedule ----------------------------------------- First Friday in Corporate Officer Direct Report personnel in December positions with 700 or more Hay points and Huffy Company Staff personnel shall submit their results for the year ending for evaluation to the appropriate Corporate Officer and, with respect to Huffy Company Staff, to the Huffy Company President. 10 days later Corporate Officers shall have reviewed results submitted to them by such Corporate Officer Direct Reports and Huffy Company Staff members and submitted their comments to the Corporate Officer Direct Report or Huffy Company Staff member, the Huffy Company President and the President with respect to Huffy Company Staff, and the President with respect to Corporate Officer Direct Reports positions with 700 or more Hay points. 10 days later CEO provides Compensation Committee of Board of Directors with his results for evaluation and approval. 5 days later Corporate Officer Direct Reports in positions with 700 or more Hay points results shall be approved by Corporate Officers. Huffy Company Staff personnel results shall be approved by Corporate Officers and Huffy Company Presidents. Corporate Officers and Huffy Company Presidents shall submit their results for the year ending to their immediate supervisor for evaluation and approval. Feb. 1 The evaluation and approval of non-financial goal results are to be completed. 6. The participant shall evaluate his own performance and then submit the evaluation to his supervisor who shall review and approve the evaluation. This score is not binding. The supervisor shall use his judgment to arrive at a final rating. However, only performance on the written goals shall be evaluated, not performance on any other matters. 18 PROFIT SHARING/BONUS PLAN (Continued) 7. Each individual shall be informed by his supervisor of his performance rating but only after all approvals have been secured. 8. Notwithstanding the foregoing, payments for non-financial goals performance are expressly conditioned upon and made subject to the following base financial criteria: (A) CORPORATE OFFICERS AND ELIGIBLE -------------------------------- CORPORATE OFFICER DIRECT REPORTS -------------------------------- Corporate earnings less than - No bonus shall be paid 50% of threshold level for for performance of non- Corporate bonus purposes financial goals Corporate earnings at least - 50% of calculated bonus for 50%, but less than 75%, of performance of non- threshold level for Corporate financial goals shall be bonus purposes paid Corporate earnings 75% or - 100% of calculated bonus greater of threshold level for performance of non- for Corporate bonus purposes financial goals shall be paid (B) HUFFY COMPANY PRESIDENT AND STAFF --------------------------------- Huffy Company RONA or EBIT-AUC less - No bonus shall be paid for than 50% of approved Huffy Company performance of non- Profit Plan financial goals Huffy Company RONA or EBIT-AUC at - 50% of calculated bonus for least 50%, but less than 75%, of performance of non- approved Huffy Company financial goals shall be Profit Plan paid Huffy Company RONA or EBIT-AUC 75% or - 100% of calculated bonus greater of approved for performance of non- Huffy Company Profit Plan financial 19 PROFIT SHARING/BONUS PLAN (Continued) VI. Implementation -------------- 1. Eligibility ----------- All exempt employees on the payroll on or before the first business day of the calendar year shall be eligible for consideration for a full bonus opportunity. Hires: Employee coming on the payroll after the first business day of the calendar year but on or before the first business day of July will be eligible for consideration for one-half the annual bonus opportunity. Exception: HSF Regional Operations, District and Area Managers, and eligible WIS personnel hired after January 1 of the calendar year shall be eligible for consideration for the percentage of annual bonus opportunity shown below: Percentage of Annual Hire Date Bonus Opportunity --------- -------------------- During 1st quarter 75% During 2nd quarter 50% During 3rd quarter 25% During 4th quarter 0% Transfers, Promotions or Demotions: Individuals transferred, promoted or demoted during the calendar year shall have bonus opportunity as follows: Calculation Based on ----------------------------- Old Oppor. New Oppor. ---------- ---------- Old Actual New Actual ---------- ---------- Base Salary Base Salary ----------- ----------- Old. Opp. Level New Opp.Level --------------- ------------- Transferred, Promoted or Demoted During 1st Quarter 25% 75% During 2nd Quarter 50% 50% During 3rd Quarter 75% 25% During 4th Quarter 100% 0% Note: Non-exempt and/or hourly employees promoted to exempt positions are eligible for bonus consideration as above but only for those quarters in which they held exempt positions. Also, status changes (including transfers, promotions and demotions, but excluding new hires) for bonus eligible employees at WIS which are effective for the first pay period beginning on or after the first day of the quarter shall be treated for bonus purposes as if they were effective the first day of the quarter. 20 PROFIT SHARING/BONUS PLAN (Continued) Terminations: To be eligible to receive the Profit Sharing payment for a calendar year, an employee must be on the active pay- roll at the time payment for that calendar year is made or HAVE BEEN TERMINATED DUE TO A CURTAILMENT OF PRODUC- TION BETWEEN JULY 1 OF THAT CALENDAR YEAR AND THE DATE OF BONUS PAYMENT, HAVING MET ALL ELIGIBILITY REQUIREMENTS OF THE PLAN AND HAVING PERFORMED ALL DUTIES AND RESPONSIBILITIES IN AT LEAST AN AVERAGE MANNER. UNDER THESE CIRCUMSTANCES, SUCH EMPLOYEES MUST HAVE BEEN ON THE PAYROLL AT THE BEGINNING OF THE CALENDAR YEAR IN ORDER TO QUALIFY FOR BONUS FOR THAT CALENDAR YEAR. APPROVAL OF THE CEO IS REQUIRED IN ALL SUCH CASES. EXEMPT EMPLOYEES TERMINATED DUE TO A CURTAILMENT OF PRODUCTION SHALL BE ELIGIBLE FOR BONUS OPPORTUNITY AS FOLLOWS: Bonus as percent payment ------------------------- Termination Date of full bonus opportunity ---------------- -------------------------- July 1 - September 30 50% --------------------- --- October 1 - December 31 75% ----------------------- --- January 1 - date of payment 100% --------------------------- ---- Death or Retirement: Employees who retired or died during or after the calendar year for which bonus is being calculated and who met the requirement of being on the active payroll during the year will be given consideration for a bonus payment on basis of the following percentage of full bonus opportunity: retired or died in 1st Qtr - 25%; 2nd Qtr - 50%; 3rd Qtr - 75%; 4th Qtr - 100%. Payment for deceased employees shall be made to the beneficiary designated under the Salaried Employees Group Term Life Insurance Plan. Active payroll is defined as receiving wages (recorded on the Federal W-2 form) from the Corporation or one of the Huffy Companies. Except for those terminated or retiring or deceased employees described above, employees absent for any reason and not receiving wages (as defined above) are not considered on the active payroll. Exception to the eligibility requirements must be approved by the CEO at the time approval is obtained for transfer or hire. 2. Payment ------- Except as noted below, payment for Profit Sharing shall be annual and shall occur in March of each year for the prior calendar year's results. 21 PROFIT SHARING/BONUS PLAN (Continued) 3. Calculations All bonus calculations will be rounded up to the nearest $25.00 increment and the minimum bonus payment to be paid will be $125.00 per employee, provided employee is eligible for bonus and such bonus is approved. Definitions - ------------ Corporate RONA Profit after tax after cost of plan plus tax affected - -------------- interest divided by the twelve (12) month rolling average of total assets less current liabilities excluding all interest bearing debt. Huffy Company Tax affected earnings before interest and - ------------- taxes excluding interest income divided by the RONA twelve (12) month rolling average of total assets other than - ------------- cash less current liabilities excluding all interest bearing debt. Asset Usage Charge to Huffy Company at a 15% pre-tax rate multiplied by - ------------ the change between Huffy Company actual Average Charge Net Assets and Huffy Company planned Average Net Assets. - ------------ Huffy Company Average Net Assets equal average total assets minus average current liabilities (excluding all interest bearing liabilities and intercompany accounts). HSF EBIT-AUC TTH EBIT-AUC Earnings before interest and taxes minus an Asset Usage Charge. - ------------ Actual Base Employee's actual base salary as of January 1 of the Salary calendar year for which bonus is calculated. - ------------ Midpoint of Midpoint of Salary Range as of January 1 of the calen- Salary Range dar year for which bonus is calculated. - ------------ Promotion 15% upward difference in Hay points (see Corporate Policy 113). - --------- Demotion 15% downward difference in Hay points (see Corporate Policy - -------- 113). Transfer A change in position which does not constitute a promotion - -------- or demotion. 22 PROFIT SHARING/BONUS PLAN (Continued) Average Usage If Huffy Company actual Average Net Assets exceed the Charge Rules profit plan for 1993, the excess over the target will (Applicable to be extended times Huffy Corporation's average cost of HSF & TTH) capital (15%). The resulting cost for excess asset -------------- usage will be deducted from the EBIT earned by the Huffy Company during 1993. If Huffy Company actual Average Net Assets are lower than the profit plan for 1993, the savings will be extended times Huffy Corporation's average cost of capital, and the resulting savings from asset effi- ciency will be added to the EBIT earned by the Huffy Company during 1993. Distribution of This Policy - --------------------------- Restricted to Corporate Officers, Huffy Company Presidents, Huffy Company Staff, and Corporate Officers Direct Reports in positions with 700 or more Hay points, except for Policy 701-B which is restricted to Corporate Officers and the President and General Manager of WIS. /S/ George A. Plotner /S/ Richard Molen - -------------------------------- ------------------------- Vice President - Human Resources President and CEO /S/ Gary Morin - -------------------------------- Executive Vice President