EX-10.16






Exhibit 10.16




CARDIOVASCULAR SYSTEMS, INC.

SUMMARY OF FISCAL YEAR 2009

EXECUTIVE OFFICER ANNUAL CASH INCENTIVE COMPENSATION



Effective February 25, 2009, the Company’s board of directors adopted an executive officer cash
incentive compensation plan applicable to the six-month period ended June 30, 2009. This plan
conditions the payment of incentive compensation to all participants upon the Company’s achievement
of revenue and adjusted EBITDA financial goals. Target bonus amounts are split evenly between these
two goals. None of the Company’s officers is subject to individual goals under this plan. No plan
participant will receive a bonus unless the Company achieves certain minimum adjusted EBITDA goals.



Target bonus levels as a percentage of base salary for the six-month period are 75% for the
President and Chief Executive Officer and 50% for the other executive officers. Depending upon the
Company’s performance against the goals, participants are eligible to earn 50% to 200% of their
target bonus amount for adjusted EBITDA and 50% to 150% of their target bonus amount for revenue;
however, in the event of extraordinary revenue performance above the goals set by the board, the
participants would receive incentive payments greater than 150% of their targets for the revenue
goal based upon a formula established by the board, with no maximum payout set under the plan. The
plan criteria are the same for all of the executive officers. This plan is designed to reward the
executive officers for achieving and surpassing the financial goals set by the compensation
committee and board of directors.




	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Target Bonus for
	 	 	 	 	 	 	the Six-Month
	 	 	 	 	 	 	Period Ended June
	Name	 	Target %	 	30, 2009
	David L. Martin
	 	 	75	%	 	$	148,125	 
	President, Chief Executive Officer and
Director
	 	 	 	 	 	 	 	 
	Laurence L. Betterley
	 	 	50	%	 	$	62,500	 
	Chief Financial Officer
	 	 	 	 	 	 	 	 
	James E. Flaherty
	 	 	50	%	 	$	58,250	 
	Chief Administrative Officer
	 	 	 	 	 	 	 	 
	Robert J. Thatcher
	 	 	50	%	 	$	62,500	 
	Executive Vice President
	 	 	 	 	 	 	 	 
	Paul Koehn
	 	 	50	%	 	$	51,613	 
	Vice President of Manufacturing
	 	 	 	 	 	 	 	 
	Brian Doughty(1)
	 	 	50	%	 	$	53,125	 
	Vice President of Commercial Operations
	 	 	 	 	 	 	 	 
	Paul Tyska(2)
	 	 	50	%	 	$	50,000	 
	Vice President of Business Development
	 	 	 	 	 	 	 	 
	Scott Kraus(2)(3)
	 	 	50	%	 	$	23,750	 
	Vice President of Sales
	 	 	 	 	 	 	 	 







 









 






 




			
	(1)	 	Mr. Doughty was promoted from Vice President of Marketing to Vice President of Commercial
Operations on April 6, 2009. On April 29, 2009, the board of directors increased Mr.
Doughty’s salary from $200,000 to $225,000 effective as of April 1, 2009. Mr. Doughty’s
target bonus amount has been calculated using his average salary during the period.
	 
	(2)	 	The Vice President of Business Development and Vice President of Sales will also be paid
sales commissions on a monthly basis. The amount of each such commission will be determined
according to a formula based on sales levels.
	 
	(3)	 	Mr. Kraus was promoted from Senior Sales Director to Vice President of Sales on April 6,
2009. On April 29, 2009, the board of directors fixed Mr. Kraus’s salary at $190,000 for this
new position and made him eligible to receive a bonus under this plan, both effective as of
April 1, 2009. Mr. Kraus’s target bonus amount has been prorated for the period from April 1,
2009 through June 30, 2009.




We assumed and adopted this plan following the closing of the merger with Cardiovascular Systems,
Inc., a Minnesota corporation (“CSI-MN”). The terms of the plan and the target bonuses apply to
our executive officers to the same extent as when they were executive officers of CSI-MN, except
for Mr. Kraus, who was not an executive officer of CSI-MN.