Exhibit_105_E_Bonus


		
			Exhibit 10.5
		

		
			 
		

		
			MobileIron, Inc. 
		

		
			2016 Executive Bonus Plan 
		

		
			  
		

		
			Effective: January 1, 2016 
		

		
			  
		

			
					
						 

					
					
						1. Purpose

				



		
			  
		

		
			The MobileIron, Inc. (the “Company”) 2016 Executive Bonus Plan (the “Bonus Plan”) is designed to provide equity-based incentive compensation to the Company’s executives. The Bonus Plan is designed to reward the participants for assisting the Company in achieving its operational goals through exemplary performance. The overarching intent in setting and achieving the goals is to build long-term stockholder value. 
		

		
			  
		

			
					
						 

					
					
						2. Bonus Plan Year

				



		
			 
		

		
			The Company’s fiscal year (which runs from January 1 through December 31 each year) will be the Bonus Plan Year. 
		

			
					
						 

					
					
						3. Eligibility

				



		
			 
		

		
			All individuals who are VP level and above employees and who directly report to the Chief Executive Officer and who are not eligible to participate in any other commission, incentive, bonus or other variable compensation plan are eligible to participate in the Bonus Plan (each a “Participant”).  Participants hired prior to December 1 in a Bonus Plan Year are eligible to participate; however awards will be pro-rated for Participants who began their employment after January 1.
		

		
			  
		

		
			Participants who are otherwise eligible for participation in the Bonus Plan may not earn a bonus for the Bonus Plan Year then in effect if their employment with the Company terminates for any reason prior to the date on which the Compensation Committee approves the bonus share awards for the Participants, which for the 2016 Bonus Plan Year will be sometime between January 1, 2017 and March 15, 2017. 
		

		
			  
		

			
					
						 

					
					
						4. Bonus Awards and Determinations

				



		
			 
		

		
			Each eligible Participant will be assigned a target bonus amount determined at the discretion of the Compensation Committee of the Board of Directors of the Company (the “Compensation Committee”) or, in the case of the Chief Executive Officer (if eligible to participate), the Board of Directors of the Company (the “Target Bonus”). Target Bonuses for each Participant for this Bonus Plan Year are equal to 45% of the Participant’s 2016 base salary. 
		

		
			   
		

		
			Each Participant’s Target Bonus will be based on the achievement by the Company of performance targets for gross billings and non-GAAP operating income achieved in 2016, adjusted upward or downward to the extent that the Company exceeds or does not meet these targets. Bonus payments are conditioned on the Company achieving a minimum percentage threshold of these targets, and funding of the Bonus Plan will scale upward to the extent the Company exceeds these minimum 


		 


 


percentages.  To the extent that the Company exceeds the performance targets for both gross billings and non-GAAP operating income, Target Bonuses may be increased, subject to a cap of 120% of the Target Bonus, in the sole discretion of the Compensation Committee or the Board, as applicable. Bonuses are to be paid in unrestricted common stock. 
		

		
			   
		

		
			The Compensation Committee or, in the case of the Chief Executive Officer, the Board, will determine (in its sole and absolute discretion) what percentage of the corporate goals have been achieved, and award that percentage of the corporate portion of the Target Bonus.   
		

		
			   
		

		
			The Board and the Compensation Committee retain the discretion to adjust awards based upon any other factors determined by the Board or the Compensation Committee, as applicable, to be relevant.  
		

		
			Bonuses are deemed earned as of the date on which the Compensation Committee approves the bonus share awards for the Participants, which for the 2016 Bonus Plan Year will be sometime between January 1, 2017 and March 15, 2017.   As set forth in Section 3, Participants must be employed on the date bonuses are deemed earned to earn a bonus for that Bonus Plan Year. Accordingly, any Participant whose employment terminates (for any reason) during the Bonus Plan Year and prior to the date on which the Compensation Committee approves the bonus share award for such Participant will not be eligible for, and will not earn, a bonus for that Bonus Plan Year (including any partial or prorated bonus).  
		

		
			 
		

			
					
						 

					
					
						5. Payment of Awards

				



		
			 
		

		
			Any bonuses that are awarded will be paid no later than March 15th of the year following the Bonus Plan Year for which bonuses have been awarded. All bonuses shall be subject to standard deductions and withholdings.  
		

			
					
						 

					
					
						6. Miscellaneous

				



		
			 
		

		
			This Bonus Plan may be amended, modified or terminated at any time by the Board or the Compensation Committee. It does not confer any rights upon a Participant to remain in service with the Company for any specific duration or otherwise restrict in any way the rights of the Company to terminate a Participant’s service with the Company for any reason, with or without cause or advance notice.  
		

		
			This Bonus Plan contains the entire agreement between the Company and its Participants on this subject, and supersedes all prior bonus compensation Bonus Plans or programs of the Company and all other previous oral or written statements regarding any such bonus compensation programs or Bonus Plans. 
		

		
			This Bonus Plan shall be governed by and construed under the laws of the State of California.