EXHIBIT 10.25
CHAIRMAN, CHIEF EXECUTIVE OFFICER AND PRESIDENT
Effective: January 1, 2006
CHAIRMAN, CHIEF EXECUTIVE OFFICER AND PRESIDENT
PURPOSE: To define the compensation plan for the Chairman, Chief Executive
Officer and President.
SCOPE: Perma-Fix Environmental Services, Inc.
POLICY: The Compensation Plan is designed to retain, motivate and reward the
incumbent to support and achieve the business, operating and financial
objectives of Perma-Fix Environmental Services, Inc.
BASE SALARY: The Base Salary indicated below is paid in equal periodic
installments per the regularly scheduled payroll.
PERFORMANCE INCENTIVE COMPENSATION: Performance Incentive Compensation is
available based on the Company's financial results noted in Schedule A.
Performance incentive compensation prepayments are payable in the month
following each calendar year quarter and annual performance incentive pay is
payable in the month following the close of the company's financial books.
SEPARATION: Upon voluntary or involuntary separation from the Company the
employee will be paid the base salary due to the last day of employment. If
employment is separated prior to a regularly scheduled quarterly or annual
incentive compensation payment period as noted above, no incentive compensation
is due to the incumbent.
ACKNOWLEDGEMENT: No Base Salary or Performance Incentive Compensation of any
type will be provided until the Human Resources Department has received a signed
acknowledgement of receipt of the Compensation Plan.
INTERPRETATIONS: The Compensation Committee of the Board of Directors retains
the right to modify, change or terminate the Compensation at any time and for
any reason. It also reserves the right to determine the final interpretation of
any provision contained in the Compensation Plan. While the plan is intended to
represent all situations and circumstances some issues may not easily be
addressed. The Compensation Committee will endeavor to review all standard and
non-standard issues related to the Compensation Plan and will provide quick
interpretations that are in the best interest of the Company, its shareholders
and the incumbent.
Base Pay and Performance Incentive Compensation Targets
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The compensation for the below named individual as follows:
Annualized Base Pay: $ 234,000
Performance Incentive Compensation Target (at 100% of Plan): $ 117,000
Total Annual Target Compensation (at 100% of Plan): $ 351,000
The Performance Incentive Compensation Target is based on the schedule below.
Performance Target Thresholds
(Actual versus Plan)
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80% 101% 121% 131% 141% 151%
- - - - - - 161% Plus
100% 120% 130% 140% 150% 160%
Targets Target
(Cumulative) Weight
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Revenue (1) 15% $ 17,550 $ 21,060 $ 22,818 $ 24,642 $ 26,324 $ 28,080 $ 30,712
Net Income (2) 55% $ 64,350 $ 77,220 $ 83,658 $ 90,094 $ 96,524 $ 102,960 $ 112,612
* Health & 15% $ 17,550 $ 21,060 $ 22,818 $ 24,642 $ 26,324 $ 28,080 $ 30,712
Safety (3) (5)
* Permit and 15% $ 17,550 $ 21,060 $ 22,818 $ 24,642 $ 26,324 $ 28,080 $ 30,712
License
Violations (4)
Potential Maximum $ 117,000 $ 140,400 $ 152,112 $ 164,020 $ 175,496 $ 187,200 $ 204,748
1) Revenue is defined as the total consolidated third party top line revenue
as publicly reported in the Company's financial statements. The percentage
achieved is determined by comparing the actual consolidated revenue to the
Board approved budgeted revenue.
2) Net Income is defined as the total consolidated bottom line net income
applicable to Common Stock as publicly reported in the Company's financial
statements. The net income will include all subsidiaries, corporate
charges, dividends and discounted operations. The percentage achieved is
determined by comparing the actual net income to the Board approved
budgeted net income. The Board reserves the right to make adjustments to
net income so as not to penalize the employee for actions in the current
year which will contribute to net income in future years. The Board further
reserves the right to adjust net income to reflect charges resulting from
the vesting of incentive stock options.
3) The Health and Safety Incentive target is based upon the actual number of
Worker's Compensation Lost Time Accidents, as provided by the Company's
Worker's Compensation carrier. The Corporate Treasurer will submit a report
on a quarterly basis documenting and confirming the number of Worker's
Compensation Lost Time Accidents, supported by the AIG Worker's
Compensation Loss Report. Such claims will be identified on the loss report
as "indemnity claims." The following number of Worker's Compensation Lost
Time Accidents and corresponding Performance Target Thresholds have been
established for the annual Incentive Compensation Plan calculation for
2006.
Work Comp. Performance
Claim Number Target
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9 80% - 100%
8 101% - 120%
7 121% - 130%
6 131% - 140%
5 141% - 150%
4 151% - 160%
3 or less 161% Plus
4) Permits or License Violations incentive is earned/determined according to
the scale set forth below: An "official notice of non-compliance" is
defined as an official communication from a local, state, or federal
regulatory authority alleging one or more violations of an otherwise
applicable Environmental, Health or Safety requirement or permit provision,
which results in a facility's implementation of corrective action(s).
Permit and
License Performance
Violations Target
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10 80% - 100%
9 101% - 120%
8 121% - 130%
7 131% - 140%
6 141% - 150%
5 151% - 160%
4 or less 161% Plus
5) No performance incentive compensation will be payable for achieving the
health and safety and permit and license violation targets unless a minimum
of 70% of the net income target is achieved.
Performance Incentive Compensation Prepayments
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Performance incentive compensation will be prepaid each calendar to be applied
against the annual performance incentive compensation when payable. This
prepayment will be calculated as follows:
First Quarter - a prepayment of the performance incentive compensation will be
earned and payable by a comparison of the Board approved budget for the first
quarter to the actual result for the first quarter. With regard to the Health
and Safety and the Permit and License Violations incentive, the number of claims
or violations for the performance target shall be one quarter of the annual
number. The prepayment will be 15% of the performance incentive compensation
which will be earned for the full year if this percentage achievement of the
targets is maintained for the full year.
Second Quarter - a prepayment of the performance incentive compensation will be
earned and payable by a comparison of the Board approved budget for the first
and second quarters to the actual result for the first and second quarters. With
regard to the Health and Safety and the Permit and License Violations incentive,
the number of claims or violations for the performance target shall be two
quarters of the annual number. The prepayment will be 30% of the performance
incentive compensation which will be earned for the full year if this percentage
achievement of the targets is maintained for the full year less the amount of
the prepayment paid for the first quarter.
Third Quarter - a prepayment of the performance incentive compensation will be
earned and payable by a comparison of the Board approved budget for the first,
second and third quarters to the actual result for the first, second and third
quarters. With regard to the Health and Safety and the Permit and License
Violations incentive, the number of claims or violations for the performance
target shall be three quarters of the annual number. The prepayment will be 45%
of the performance incentive compensation which will be earned for the full year
if this percentage achievement of the targets is maintained for the full year
less the amount of the prepayment paid for the first and second quarters.
If at the conclusion of any calendar quarter, the performance incentive
compensation prepayment due to an employee is negative as a result of
subtracting the prepayments paid in previous quarters and the amount exceeds
$25,000, the company will recover this overpayment by deducting this amount from
payroll paid in accordance with the company's normal payroll practices.
ACKNOWLEDGMENT:
I acknowledge receipt of the aforementioned Chairman, Chief Executive Officer
and President 2006 - Compensation Plan. I have read and understand and accept
employment under the terms and conditions set forth therein.
/S/ Louis Centofanti 5/4/06
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Dr. Louis Centofanti Date
/S/Mark Zwecker 5/4/06
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Board of Directors Date
Forward Signed Form TO: Perma-Fix Environmental Services, Inc.
c/o Board of Directors
1940 N.W. 67th Place, Suite A
Gainesville, FL 32653