Give Doze Men Raises!!!
Doncha think they deserve it? ;^)
Razor
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EXECUTIVE COMPENSATION
Summary Compensation Table
The following table discloses compensation for services rendered by the
Company's Chief Executive Officer and all other executive officers of the
Company whose compensation exceeded $100,000 in 1998, 1997 and 1996.
Annual Compensation Long Term Compensation
-------------------------------------------------------------- ------------------------------------------------------
Name and Principal Other Annual All Other
Position Year Salary Bonus Compensation 0ptions(#) Compensation
------------------------ ------ ------------ ----------- -------------- ------------------ ----------------
George N. Faris 1998 $330,000 $120,000 $ -- 1,000,000(1) $ --
Chairman of the 1997 312,000 257,000 7,200(2) 750,000 193,000(3)
Board and Chief 1996 292,000 15,000 9,600(2) 1,202,500(4) 422,000(5)
Executive Officer
Denis J. Fitzpatrick 1998 $140,000 $ 31,250 $ -- 170,000(6) $ --
Secretary, Vice 1997 118,000 102,000 -- 125,000 25,000(7)
President and Chief 1996 105,000 5,000 15,000(8) 120,000(4) --
Financial Officer
Gustave E. Chew 1998 $200,000 $ -- $ 7,200(2) 150,000(9) $ --
President, 1997 (10) -- -- 100,000(10) --
American International 1996 (10) -- -- -- --
Refinery, Inc.
William L. Tracy 1998 $100,000 $ 13,500 -- 106,000(11) $ --
Treasurer and 1997 88,000 62,000 -- 75,000 23,000(7)
Controller 1996 (12) -- -- -- --
------------
(1) Includes 420,000 regular options which vest 25% per year beginning December
31, 1998 and 580,000 contingent options which will vest only if the
Company's common stock trades at $5.00 per share for 15 consecutive days
at any time before December 31, 1999. Both the regular and contingent
options have an exercise price of $2.00 per share.
(2) Vehicle allowance.
(3) Includes deferred salary payment of $109,000 and income tax reimbursement
of $84,000.
(4) The number of options shown were issued in substitution for previously
outstanding options and re-issued in 1996. The exercise price is now $.50
per share.
(5) On October 13, 1995, the Company and Dr. Faris executed an amendment to Dr.
Faris' employment agreement, pursuant to which Dr. Faris relinquished
certain rights in exchange for 900,000 shares of Common Stock. See
"Employment Contract" below.
5
(6) Includes 70,000 regular options which vest 25% per year beginning December
31, 1998 and 100,000 contingent options which will vest only if the
Company's common stock trades at $5.00 per share for 15 consecutive days
at any time before December 31, 1999. Both the regular and contingent
options have an exercise price of $2.00 per share.
(7) Deferred salary payment.
(8) Mr. Fitzpatrick was paid $15,000 for living expenses incurred while
working in the New York office.
(9) Contingent options which will vest only if the Company's common stock
trades at $5.00 per share for 15 consecutive days at any time before
December 31, 1999 with an exercise price of $2.00 per share.
(10) Mr. Chew was hired in December 1997 and earned less than $100,000 during
1997. He was granted 100,000 options as a signing bonus.
(11) Includes 56,000 regular options which vest 25% per year beginning December
31, 1998 and 50,000 contingent options which will vest only if the
Company's common stock trades at $5.00 per share for 15 consecutive days
at any time before December 31, 1999. Both the regular and contingent
options have an exercise price of $2.00 per share.
(12) Mr. Tracy's compensation was less than $100,000 in 1996.
Note: The contingent options will terminate if the Company's common stock does
not trade at $5.00 per share for 15 consecutive days prior to December
31, 1999. |
