ex10-28.htm


Exhibit 10.28

 

Larry Dyne
2015 Annual Bonus

 

Reference is made to that certain Executive Employment Agreement, dated July 30, 2010, between Talon International, Inc. (the “Company”) and Larry Dyne (“Executive”), as amended to date (as amended, the “Agreement”). This document sets forth Executive annual bonus opportunity for fiscal year 2015, as contemplated by Exhibit A to the Agreement.

 

For fiscal year 2015, Executive shall be eligible to earn a cash bonus, referred to herein as the Annual Bonus. The Annual Bonus, if any, shall be payable in cash on or about April 15 of the year immediately following the fiscal year for which such Annual Bonus is calculated.

 

The Annual Bonus shall be an amount determined by reference to Executive’s achievement of performance objectives established by the Board. The performance objectives for fiscal year 2015 are set forth herein.

 

For purposes hereof and subject to the terms hereof, “Adjusted EBITDA” means earnings before interest, taxes, depreciation and amortization, and stock-based compensation expense, calculated based on the Company’s audited consolidated financial statements for the applicable fiscal year in question prepared in accordance with generally accepted accounting principles in the United States. Adjusted EBTIDA will be calculated after taking into account the Annual Bonus and any other management incentive cash bonuses.

 

For fiscal year 2015, Executive shall be entitled to an Annual Bonus, if any, equal to a percentage of the Executive’s Annual Base Salary for such fiscal year, determined by multiplying the Executive’s Maximum Bonus Opportunity for such fiscal year by the Executive’s cumulative achievement of the Bonus Weightings for the Performance Objectives for such fiscal year, which cumulative achievement will be determined by the Board of Directors (or a committee of the Board) based on Executive’s achievement of the individual performance objectives for such fiscal year set forth below. The Board’s determination of Executive’s achievement of an individual performance objective score will either be objective based upon measured financial results and application of the Performance Ranges set forth below or at the discretion of the Board based upon the Board’s subjective analysis.

 

Maximum Bonus Opportunity for Fiscal Year 2015:     100% of Annual Base Salary

 

Performance Objectives and Weightings:

 

	
Performance Objectives
	  	
Determination

Method
	  	 	
Plan
	  	
Bonus
Weighting

	
Financial Objectives
	  	  	  	 	  	  	  
	
Revenue
	  	
Financial Results
	  	$ 	
   53,835,000
	  	
12%

	
Gross profit %
	  	
Financial Results
	  	 	
31.9
	%  	
10%

	
Adjusted EBITDA
	  	
Financial Results
	  	$ 	
 2,853,000
	  	
25%

	 	 	 	 	 	 	 	 
	
Strategic Objectives
	  	  	  	 	  	  	  
	
New Major Brands / Worldwide revenue growth
	  	
BOD Discretion
	  	 	
N/A
	  	
13%

	
Tekfit Customer Deals
	  	
BOD Discretion
	  	 	
N/A
	  	
12%

	
Tekfit Management – Finished Component vs. Machine Deployed
	  	
BOD Discretion
	  	 	
N/A
	  	
4%

	
Fill Key Management Positions
	  	
BOD Discretion
	  	 	
N/A
	  	
5%

	
Fill Key Sales Positions
	  	
BOD Discretion
	  	 	
N/A
	  	
6%

	
Shareholder Initiatives
	  	
BOD Discretion
	  	 	
N/A
	  	
2%

	
Zipper Mfg. – Delivery & Supply Chain Improvements
	  	
BOD Discretion
	  	 	
N/A
	  	
4%

	
Trim – Increased Sales / Improved Results
	  	
BOD Discretion
	  	 	
N/A
	  	
2%

	
Global Expansion of Sourcing - India / Cambodia / Etc.
	  	
BOD Discretion
	  	 	
N/A
	  	
5%



 


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Financial Results Performance Ranges:

 

	
Performance Range
(Actual Compared to Plan)
	  	
Achievement of
Bonus Weighting

	
100% or Greater
	  	
100%

	
90% and Less Than 100%
	  	
75%

	
80% and Less Than 90%
	  	
45%

	
75% and Less Than 80%
	  	
25%

	
Less Than 75%
	  	
BOD Discretion



 

 

 

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