Exhibit 10.1
CT Communications, Inc.
Employment Offer/Agreement
Xxxxx Xxxxxxx
April 15, 2002
This Employment Offer/Agreement summarizes the terms of CT Communications Inc.
offer being extended to you. Please note the following information:
- Position Title: Chief Financial Officer, Senior Vice-President
- Start Date: No Later Than July 1, 2002
- Reporting To: Xxxxxxx Xxxxxxxx, President and CEO
Compensation
- Base Salary: $185,000 annually; $15,417.00 per month
- Annual Incentive Bonus: The Chief Financial Officer is eligible to
participate in an annual incentive bonus plan that is based upon a combination
of corporate and individual corporate unit objectives. Objectives are weighted
based upon their level of importance to the Company. The Chief Financial
Officer position qualifies for an annual payout potential of 20% at gate, 50%
at target and 100% at stretch. Payout percentages are applied to the
executive's annualized base salary. Actual payouts consist of a combination of
cash and restricted common stock and are paid as soon as practical following
the end of the year. First year eligibility is prorated based upon length of
time covered during the period.
- Long Term Incentive Bonus: In addition to the annual incentive program
summarized above, the Chief Financial Officer qualifies for a long-term
incentive bonus that is based upon overall corporate success, measured through
financial objectives. Long-term incentive cycles are three-years in duration.
The Chief Financial Officer qualifies for a long-term plan payout potential of
15% at gate, 70% at target and 180% at stretch. Payout percentages are applied
to the executive's annualized base salary effective the end of December of the
last year in the three-year cycle. Actual payouts consist of a combination of
cash, restricted common stock and nonqualified stock options and are paid as
soon as practical following the end of the last year in the three-year cycle.
The first two years eligibility is prorated based upon length of time covered
during the period.
Executive Benefits
The Chief Financial Officer is eligible for enhanced life insurance, short-term
disability and long-term disability benefits. The life insurance benefit is a
Company owned whole life policy that provides a death benefit based on
predetermined levels of coverage. Executives elect a beneficiary of their
choosing and have a limited tax liability. The LTD
benefit is intended to supplement the standard Company coverage to currently
provide 70% of total cash compensation (base + target annual incentive plan
award) in the event of disability.
The Chief Financial Officer qualifies for participation in the Company's
Executive Nonqualified Excess Plan ("Excess Plan"). The Excess Plan is a
nonqualified savings program offered to Executives that operates in similar
fashion to the Company's 401(k) Plan. The Plan allows Executives the
opportunity to make additional pretax contributions over and above what he/she
could contribute through a 401(k) Plan alone. The Excess Plan provides an
enhanced employer matching contribution over and above what is provided through
the 401(k) Plan.
Executive Perquisites
- Annual Physical Examination: $600.00
- Annual Financial Counseling: $5000.00 first-year,
$1500 tax preparation each subsequent year
- Country Club Dues Reimbursement: $225.00 per month
Standard Employee Benefits
- Group Insurance: Health Insurance (Rate based upon plan choice)
Dental Insurance (Rate based upon plan choice)
Basic Life Insurance (1.5 x basic salary to
$300,000 max)
Supplemental Life (Up to 4 x basic pay subject to
plan provisions)
Dependent Life (company provided and optional)
AD&D (1.5 x basic salary to $300,000)
Voluntary AD&D (optional coverage for employee and
family)
Group insurance benefits commence at the beginning
of the month following 60 days of employment.
Benefit programs are subject to review and
adjustment at the company's discretion.
- Vacation: Four weeks of vacation per year with prorated
adjustment first year.
- Personal Days: Two days per year.
Savings and Retirement Benefits
- Savings Plus Plan (401k): Qualified plan with scheduled and
supplemental matching contributions.
- Retirement Plan: Qualified retirement plan provided by
company.
- Employee Stock Purchase Plan: Voluntary plan offering after-tax employee
contributions through payroll deductions.
Other
- Relocation: $120,000 to be advanced as needed for
relocation expenses. A prorated portion is
subject to repayment if employment is
terminated within one year from date of
hire.
- Restricted Common Shares: 1). 1000 common shares; one-year vest,
2). 1000 common shares; two-year vest, and
3). 1000 common shares; three-year vest.
- Car Allowance: $1000.00 per month
- Country Club Initiation: Maximum of $40,000, subject to repayment
upon termination if termination occurs
before completion of 10 years continuous
service (from date of employment). After
the completion of 10 years continuous
service, as described above, this provision
will be forgiven and no repayment required.
- Severance Agreement: In the event Xx. Xxxxxxx'x employment is
severed involuntarily during his first 12
months of employment (for reasons other
than criminal activity, moral turpitude or
gross insubordination), he will be paid a
severance equal to his monthly base salary
at the time of termination for a period of
12 months or until he secures other
employment, whichever occurs first. During
this period, the company will continue Xx.
Xxxxxxx'x medical and dental insurance
coverage under the same terms and
conditions as were in effect prior to his
termination.
If Xx. Xxxxxxx'x employment is
involuntarily severed subsequent to his
first 12 months of employment (excluding
reasons stated above), he will be paid a
severance equal to his monthly base salary
at the time of termination for a period of
six months, or until he secures other
employment, whichever occurs first.
Preconditions to Agreement: This offer is contingent upon Xx. Xxxxxxx
successfully passing a pre-employment drug
screening, background check and signing CT
Communications Inc. non-compete and
non-disclosure agreements.
Signed:
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Xxxxx Xxxxxxx Date Xxxxxxx X. Xxxxxx, Xx. Date