3/26/12 SCHEDULE 14A

45/113 .sec.go/Archies/edgar/data/1011064/000119312512128238/d320673ddef14a.htm#t320673_7
Table of Contents
GRANTS OF PLAN-BASED AWARDS IN FISCAL YEAR 2011
The following table presents equity awards and non-equity and equity incentive plan awards made in 2011 to our named executive
officers.


Grant
Date

Date of
Comp.
Committee
Action

Estimated Possible Payouts Under
Non-
Equity Incentive Plan Awards (1)
Estimated Possible Payouts Under
Equity Incentive Plan Awards (2)
All Other
Stock
Awards:
Number
of Shares
of Stock
or
Units
(#)

All Other
Option
Awards:
Number
of
Securities
Underlying
Options
(#)

Exercise/
Base
Price
of Option
Awards
($/Share)

Grant Date
Fair
Value of
Stock
and
Option
Awards
($) Name
Threshold
($)
Target
($)
Maximum
($)
Threshold
(#)
Target
(#)
Maximum
(#)
Current
Executive
Officers:

Mark S. Ordan





$487,500

$975,000

$1,950,000











$

$

6/1/11

6/1/11







17,398

34,796

69,593







325,004
C. Marc
Richards





132,750

265,500

398,250















6/1/11

6/1/11







6,022

12,044

18,067







112,500

3/11/11

1/31/11













100,000(3)





1,151,000
D. Gregory
Neeb





225,000

450,000

675,000















6/1/11

6/1/11







9,033

18,067

36,134







168,746

1/25/11

1/25/11















500,000(4)

7.31

2,910,500
David
Haddock





175,000

350,000

525,000















6/1/11

6/1/11







7,026

14,052

21,078







131,246
Former
Executive
Officer:

Julie A.
Pangelinan

























(1) Represents possible payouts under our 2011 annual incentive bonus plan based upon achievement of specified adjusted EBITDA
targets, which are further subject to a discretionary adjustment factor which can increase payouts by up to 25% or decrease payouts
by up to 100%. See Components of 2011 Executive Compensation Annual Incentive Bonuses in CD&A beginning on page 31
above for additional information.
(2) Represents grants of performance units for 2011 at threshold, target and maximum, which the named executive officers were entitled to
earn based on achievement of targeted levels of adjusted EBITDA. In addition, Messrs. Ordan, Richards, Neeb and Haddock also
received grants of performance units for 2012 and 2013, which such named executive officer may earn for each respective single-year
performance period based on the achievement of targeted levels of adjusted EBITDA to be established by the Compensation
Committee within the first 90 days of those years. For each such individual, the possible payouts for 2012 consist of the same number
of performance units as shown in these columns at threshold, target and maximum for 2011, and the possible payouts for 2013 consist
of two times the number of performance units as shown in these columns at threshold, target and maximum for 2011, which

- 40 -
3/26/12 SCHEDULE 14A
46/113 .sec.go/Archies/edgar/data/1011064/000119312512128238/d320673ddef14a.htm#t320673_7
Table of Contents

reflects the allocation of the performance units 25% for 2011, 25% for 2012 and 50% for 2013. The performance units for 2012 and 2013
are not included in this table or the Summary Compensation Table because for SEC reporting purposes the grants of these units are not
deemed to have been made until the Compensation Committee sets the targeted levels of adjusted EBITDA for 2012 and 2013, as
applicable. Performance units earned for each of 2011, 2012 and 2013 are subject to the named executive officer remaining employed by
us through June 1, 2014. See Components of 2011 Executive Compensation 2011 Equity Awards Long-Term Equity Incentive Plan
Awards in CD&A beginning on page 33 above for additional information.
(3) Represents a grant of promotion restricted stock that vests one-third on each of the first three anniversaries of the grant date, subject
to continued employment on the applicable vesting date.
(4) Represents a grant of a re-signing stock option pursuant to Mr. Neebs amended and restated employment agreement that vests one-
third on each of the first three anniversaries of the grant date, subject to continued employment on the applicable vesting date.

- 41 -