www.sec.gov/Archives/edgar/data/908937/0000950117-02-00 -
[Cached Version]
Published on: 5/22/2002
Last Visited: 5/24/2002
A summary of these employment agreements and the employment agreement between us and Patrick L. Donnelly, our Executive Vice President, General Counsel and Secretary, and Joseph S. Capobianco, our Senior Vice President, Content, is described below under the heading 'Employment Agreements'.
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During 2001, the Compensation Committee approved a base salary increase for Mr. Capobianco on May 1, 2001 from $275,000 to $300,000 and approved a base salary increase on January 1, 2002 for Mr. Scelfo from $300,000 to $345,000 and Mr. Donnelly from $325,000 to $345,000.
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In December 2001, the Committee awarded a cash bonus to Mr. Scelfo of $225,000, Mr. Donnelly of $225,000, Mr. Ledford of $100,000, and Mr. Capobianco of $75,000.
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The larger bonuses for Mr. Scelfo and Mr. Donnelly compared to other executive officers reflect the additional role each played in the period following David Margolese's departure as Chief Executive Officer and prior to the arrival of Joseph P. Clayton as President and Chief Executive Officer.
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In May 2001, the Compensation Committee awarded Mr. Donnelly 100,000 stock options.These options have a ten-year term and an exercise price of $7.61 per share.
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Upon Mr. Margolese's termination, Mr. Scelfo and Mr. Donnelly were appointed interim Co-Chief Executive Officers.
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Patrick L. Donnelly
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(5) In February 2000, we also paid Mr. Margolese a bonus of $500,000, Mr. Capobianco a bonus of $150,000 and Mr. Donnelly a bonus of $290,000.
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Patrick L. Donnelly
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Patrick L. Donnelly
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Patrick L. Donnelly
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We are a party to an employment agreement with Joseph P. Clayton, Guy D. Johnson, John J. Scelfo, Patrick L. Donnelly, Joseph S. Capobianco and Michael S. Ledford.
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JOSEPH S. CAPOBIANCO AND PATRICK L. DONNELLY
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On March 28, 2000, we entered into employment agreements with Joseph S. Capobianco to serve as our Senior Vice President, Content, and Patrick L. Donnelly, to serve as our Executive Vice President, General Counsel and Secretary.
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Pursuant to these agreements, in 2001 we paid Mr. Capobianco an annualized base salary of $275,000 and Mr. Donnelly an annualized base salary of $325,000.
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Patrick L. Donnelly
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Also included in the table are the number of shares of common stock acquired under our 401(k) Savings Plan as of March 31, 2002: Mr. Clayton -- 0 shares; Mr. Capobianco -- 3,312 shares; Mr. Donnelly -- 2,213 shares; Mr. Ledford -- 0 shares; Mr. Johnson -- 151 shares; and Mr. Scelfo -- 816 shares.