8-KLeadership ChangesMaterial Agreements

INTUIT INC. 8-K Report, Material Agreement (Oct 27, 2006)

Filed October 27, 2006For Securities:INTU

Summary

Intuit Inc. (INTU) filed an 8-K on October 26, 2006, detailing two new compensation initiatives and one director departure. A Management Stock Purchase Program (MSPP) was approved, set to launch January 1, 2007, designed to boost executive stock ownership. This program allows directors and above (excluding the CEO) to defer up to 15% of their annual bonus into restricted stock units (RSUs), with Intuit providing a matching RSU. These RSUs will vest after three years, or upon death or disability. Furthermore, the Compensation Committee established the threshold performance goal for the fiscal year 2007 bonuses under the Senior Executive Incentive Plan (SEIP). This cash incentive plan ties executive compensation to performance, with a specific revenue target set as a condition for any bonus payout. The maximum bonus per participant is $5 million. The filing also announced the upcoming departure of director Donna L. Dubinsky, who will not seek re-election at the December 15, 2006 annual meeting due to personal reasons requiring her to spend significant time outside the Bay Area.

Key Highlights

  • 1Intuit launches Management Stock Purchase Program (MSPP) starting January 1, 2007, to encourage management stock ownership.
  • 2Under MSPP, eligible employees can defer up to 15% of their annual bonus into Restricted Stock Units (RSUs).
  • 3Intuit will grant matching RSUs for employee deferrals, with vesting in three years, or upon death/disability.
  • 4Performance goal for Fiscal Year 2007 bonuses under the Senior Executive Incentive Plan (SEIP) established.
  • 5A specified revenue target is a condition for Fiscal Year 2007 SEIP bonus payouts.
  • 6Maximum bonus payout under SEIP is $5 million per participant.
  • 7Director Donna L. Dubinsky will not stand for re-election at the December 15, 2006 annual meeting.

Frequently Asked Questions

The MSPP is designed to encourage Intuit's management personnel to own more of the company's stock. It allows eligible employees to invest a portion of their bonus into company stock in the form of restricted stock units (RSUs), with a matching grant from Intuit.

For every RSU an eligible employee purchases through bonus deferral, Intuit will grant an additional matching RSU, up to certain limits. These matching RSUs will fully vest three years from the grant date, or if the recipient dies or becomes disabled.

The primary condition for any bonus payout under the Senior Executive Incentive Plan (SEIP) for Fiscal Year 2007 is the achievement of a specified revenue target.

Ms. Dubinsky has decided not to stand for re-election for personal reasons that require her to spend significant time away from the San Francisco Bay area.