exv10w31






Exhibit 10.31




SUMMARY OF 2011 EXECUTIVE COMPENSATION




     The Company’s 2011 executive compensation, as approved by the Compensation Committee of the
Board of Directors and the full Board of Directors, is substantially consistent with 2010 executive compensation and consists of
cash bonuses and equity incentives. With the guidance of a compensation consultant, executive
compensation was derived from third-party compensation survey data for comparable companies and
executive positions and is based upon performance targets and payments tied to a percentage of base
pay. The key elements of executive compensation are as follows:



Bonus Incentive Compensation:




     Annual cash incentive bonuses are intended to compensate for the achievement of Company
strategic, operational and financial goals and/or individual performance objectives. Amounts
payable are discretionary and typically calculated as a percentage of the applicable executive’s
base salary, with higher ranked executives typically being compensated at a higher percentage of
base salary. Individual objectives are tied to the particular area of expertise of the employee and
their performance in attaining those objectives relative to external forces, internal resources
utilized and overall individual effort. The Compensation Committee works with the Chief Executive
Officer to develop and approve the performance goals for each executive and the Company as a whole.
The goals established by the Compensation Committee and the Board of Directors are based on the
Company’s historical operating results and growth rates, as well as expected future results, and
are designed to require significant effort and operational success on the part of the executives
and the Company. These bonus awards are in two levels based on the Company achieving certain
specified operating metrics, including revenue and operating profit. The applicable bonus payable
will be paid following the completion of 2011.



     The following table sets forth the 2011 salary and bonus, assuming achievement of 100% of the
target based on the foregoing criteria, for each of the Company’s named executive officers (as
defined in Item 402(a)(3) of Regulation S-K):



	 	 	 	 	 	 	 	 	 
	 	 	2011	 	Cash Bonus
	 	 	Base	 	(Assuming Achievement
	Name of Executive Officer	 	Salary	 	of 100% of Target)
	Michael K. Simon
	 	$	350,000	 	 	$	350,000	 
	James F. Kelliher
	 	$	260,000	 	 	$	140,000	 
	Kevin K. Harrison
	 	$	215,000	 	 	$	175,000	 
	Marton B. Anka
	 	$	250,000	 	 	$	125,000	 
	Michael J. Donahue
	 	$	225,000	 	 	$	56,250	 






Equity Incentive Compensation:




     The Company’s equity award program is the primary vehicle for offering long-term incentives to
its executives. In determining these awards, the Compensation Committee considers a number of
factors, including the Company’s overall performance, the applicable executive’s overall
performance and contribution to the Company’s overall performance, the size of awards granted to
other executives and senior employees, the size of the available option pool and the
recommendations of management. The following option grants to executives were granted under the
Company’s 2009 Stock Incentive Plan and have an exercise price
of $40.07 per share, the closing
price of the Company’s common stock on February 17, 2011. The stock option grants to each executive
officer vest in four equal installments over a four-year period commencing on the first anniversary
of the date of grant:



	 	 	 	 	 
	 	 	2011 Stock
	Name	 	Option Grants
	Michael K. Simon
	 	 	100,000	 
	James F. Kelliher
	 	 	60,000	 
	Kevin K. Harrison
	 	 	—	 
	Marton B. Anka
	 	 	25,000	 
	Michael J. Donahue
	 	 	12,500