8-KMaterial Agreements

CHURCH & DWIGHT CO INC /DE/ 8-K Report, Material Agreement (Mar 12, 2008)

Filed March 12, 2008For Securities:CHD

Summary

This Form 8-K filing by Church & Dwight Co., Inc. (CHD) on March 12, 2008, details the approved criteria for the 2008 annual incentive compensation plan for its executive officers, effective March 5, 2008. The plan outlines how bonuses will be structured, based on a combination of corporate, divisional, and individual performance metrics. Key to investors is understanding how executive compensation is tied to the company's financial and operational success. The plan establishes target incentive percentages for various executive roles, with potential payouts ranging from zero to double the target amount. The performance metrics used are specific and measurable, including net sales, gross margin, operating margin, and free cash flow at the corporate level, and similar metrics for individual divisions. This structure aims to align executive interests with those of shareholders by rewarding achievement of key business objectives.

Key Highlights

  • 1Church & Dwight approved criteria for 2008 executive annual incentive compensation on March 5, 2008.
  • 2Incentive compensation can range from 0% to 200% of the target amount, tied to performance.
  • 3Target incentive compensation is 100% of base salary for the CEO, 60% for the CFO, and 50% for other executive officers.
  • 4100% of incentive compensation for non-division heads is based on corporate performance (20% adjustable for individual performance).
  • 5For division heads, 60% of incentive compensation is based on corporate performance and 40% on divisional performance.
  • 6Corporate performance metrics include consolidated net sales, gross margin, operating margin, and free cash flow, each weighted 25%.
  • 7Divisional performance metrics vary by division but generally include net sales, gross margin, operating margin, and specific earnings/working capital targets.

Frequently Asked Questions

The main purpose of this 8-K filing is to disclose the approved criteria for Church & Dwight's 2008 annual incentive compensation plan for its executive officers. It details how their bonuses will be determined based on company and individual performance.

Executive compensation is directly linked through annual incentive bonuses that depend on achieving specific corporate performance metrics (net sales, gross margin, operating margin, free cash flow) and, for some executives, divisional performance metrics. A portion can also be adjusted based on individual performance.

The incentive compensation can range from a minimum of zero to a maximum of 200% of the executive officer's target incentive amount, depending on the achievement of the established performance metrics.

Yes, corporate performance is measured against consolidated net sales, gross margin, operating margin, and free cash flow. Each of these metrics is weighted at 25% of the target incentive, with minimum and maximum achievement levels defined for payouts.