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Exhibit 10.32
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1996
MANAGEMENT INCENTIVE PLAN
(MIP)
I. PURPOSE
The purpose of the Management Incentive Plan (the "Plan" or the
"MIP") is to motivate the participants to achieve the annual Company
and Regional performance objectives and to allow the participants to
share in the financial success of the Company.
II. ELIGIBILITY
Officers
Eligible employees who are officers of the Company shall be
designated as participants in the Plan by the Compensation
Committee of the Board of Directors of the Company.
Non-officers
Eligible employees who are not officers of the Company shall be
designated as Participants in the Plan by the OHM Executive
Management Committee and shall be limited to those senior
management positions in the Company who, by their responsibility
and level of decision-making capacity, have a significant impact
on the Company's operating performance.
Note: Employees eligible for the Sales Bonus Plan or the Project Bonus
Plan shall not be eligible to participate in the Management
Incentive Plan.
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III. PLAN TYPE
The Management Incentive Plan is a goal attainment type annual
incentive plan with Corporate goals based on OHM budgeted pre-tax
income and Regional goals based on Regional operating income adjusted
for receivables management.
EXAMPLE: CORPORATE GROUP
Base Salary $100,000
Target Bonus Percent 30%
Target Bonus Award $30,000
EXAMPLE: KEY REGIONAL GROUP
Base Salary $100,000
Target Bonus Percent 15%
Target Bonus Award $ 15,000 Regional Performance 40% = $6,000
Corporate Performance 60% = $9,000
A discretionary bonus may be paid for exemplary individual performance
provided such discretionary bonus is approved by the Compensation Committee of
the Board of Directors or the OHM Executive Management Committee, as
applicable.
IV. TARGET BONUS AWARD
Target bonus awards as a percentage of base salary are set forth below:
Category Positions Percent
Tier I Chief Executive Officer and Vice Chairman of the Board 50%
Tier II Executive Management Committee Members 40%
Tier III Vice Presidents 30%
Tier IV Corporate Directors and Key Regional Personnel 15%
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V. PERFORMANCE/AWARD SCHEDULE
Threshold, target, and maximum performance objectives will be
established annually by the Compensation Committee or the OHM
Executive Management Committee, as applicable, for the Corporate and
Regional performance measures. To calculate the bonus award payable,
match the actual pre-tax income or the operating income goal achieved
with the level listed on the matrix.
BONUS MATRIX
PERFORMANCE PERCENTAGE OF PRE-TAX INCOME OR PERCENTAGE OF TARGET
LEVEL OPERATING INCOME GOAL ACHIEVED BONUS EARNED*
Threshold 85% of Budgeted Performance 25%
Target 100% of Budgeted Performance 100%
Maximum 120% of Budgeted Performance 150%
<FN>
* If percentage of pre-tax income or operating income goal achieved is not
shown above, interpolate between amounts to determine percentage of target
bonus earned.
For the Corporate group to qualify for a bonus, OHM must achieve a
minimum of 85% of budgeted pre-tax income; whereas for the Regional
group to qualify for a bonus, Regional performance must achieve a
minimum of 85% of Regional budgeted operating income. Eligibility and
payment for Corporate and Regional performance awards shall be
calculated independently.
VI. AWARD PAYMENT
Any award earned will be paid in cash less applicable withholdings and
taxes as soon as is practical after the end of the calendar year (the
"Plan Year"); however, no later than March 1 following the end of the
Plan Year.
VII. TERMINATION OF EMPLOYMENT
In the event a participant is terminated during the Plan Year for any
reason whatsoever, such Participant shall not receive an award for the
Plan Year in which such termination occurred.
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VIII. PROMOTION OR NEW HIRES
If a participant is promoted or is hired into a bonus-eligible position
within the Plan Year, such participant will be eligible to receive a
prorated award.
IX. MISCELLANEOUS
The Company may, at its sole discretion, amend or terminate the Plan at
any time, provided that any amendment of the Plan as applied to the
officers of the Company shall be approved by the Compensation Committee.