Exhibit 10.1


 





 


Shimmick Construction


 









Accountability Level 0-1


Incentive Plan for Fiscal Year 2014


 


 


 


 


 


 


 


 


 


 


 


 


 


 



    


     


    

 





Table
of Contents




 





	 	SECTION	PAGE
	 	 	 
	1.	PLAN
    OBJECTIVES	3
	 	 	 
	2.	ELIGIBILITY
    AND INCENTIVE OPPORTUNITY	3
	 	 	 
	3. 	FAIL
    SAFE	3
	 	 	 
	4.	MANAGERIAL
    DISCRETION	4
	 	 	 
	5.	DIVISIONAL
    ASSIGNMENTS	4
	 	 	 
	6. 	PLAN
    DESCRIPTION: NW AND SW DIVISIONAL EMPLOYEES	4
	 	 	 
	7. 	PLAN
    DESCRIPTION: CORPORATE EMPLOYEES	5
	 	 	 
	8.	INCENTIVE
    TABLES 	7
	 	 	 
	9.	TERMS
    AND CONDITIONS 	8
	 	 	 
	10.	QUESTIONS
    AND ANSWERS	10












 






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Plan
Objectives  


 


		●	Align
                                         short term incentive compensation with business objectives
		●	Motivate
                                         and energize employees to achieve company goals
		●	Reinforce
                                         and communicate the corporate strategy
		●	Attract,
                                         motivate and retain top employees
		●	Provide
                                         an adequate financial return for a reasonable cost
		●	Clarify
                                         the company approach to variable compensation



 


Eligibility
and Incentive Opportunity


 


All accountability
level 0 and 1 employees and select others are eligible for this plan.


 


Eligibility
begins at the employees’ start date unless the employee starts in the 2nd half of the year. If the employee starts
prior to mid-year, the employee’s incentive is prorated by the number of months worked. For instance, if an employee starts
in March, the incentive is calculated as normal and multiplied by 10/12ths. Employees hired in the 2nd half of the
year wait until the next calendar year to be eligible.


 


Each eligible
employee will receive a separate communication describing his or her title, accountability level, what business unit he or she
is assigned to, and the target incentive opportunity for his or her position.


 


If an Area
Manager or Sub Area Manager (or equivalent title) does not bring in at least positive net profit on the jobs he or she manages
after the overhead that they directly manage is deducted, they will be ineligible to receive an incentive. This profitability
metric is calculated as:


 


(Gross Profit
from Projects) – (AM/Sub AM Directed Overhead) = AM/Sub AM Profitability


 


However,
Area Managers or Sub Area Managers (or equivalent title) that are bidding a large job that have no active projects may continue
to be eligible for the corporate and divisional portions of the incentive at their divisional EVP’s discretion.


 


Fail
Safe


 


For this
plan to be active, the company must achieve an after incentives return on equity (ROE) to compensate the shareholders appropriately
for the risk they take in the business.


 


Return on
Equity (ROE) = (Pretax Net Profit after Incentives) ÷ (Assets – Liabilities)


		-	Distributions
                                         to shareholders that are purposed for taxes (or otherwise) are considered part of the
                                         ROE calculation.



 


If the ROE
is below 10% then this incentive plan is “shut off” and no bonuses are paid.


 



    3


     


    

 


Managerial
Discretion


 



 


In cases
of truly exemplary outperformance beyond the expectations of this plan, an EVP may submit a request for a discretionary adjustment
to an eligible employee’s incentive. Any request for a discretionary increase of incentives requires approval of the CEO
and should be rare.


 


No individual
will be eligible to receive payment that has not complied with all the company's standards of professional conduct and the company’s
safety policies. Any falsification of reports may result in disciplinary actions up to and including dismissal.


 


Divisional
Assignments


 


For the
purposes of this plan document, there are three divisions. Employees who report through the Northwest organizational structure
are in the Northwest Division. Employees who report through the Southwest organizational structure are in the Southwest Division.


 


Some employees
are corporate support in nature and support the entire company. These employees are assigned to the Home Office Division and referred
to in this plan as “Corporate”.


 


Plan
Description: NW and SW Divisional Employees








 


 


 


Corporate
Incentive + Division Incentive + Individual Incentive = Annual Incentive


 






 


Corporate
Incentive


The Corporate
Incentive pays for company achievement of a “target pretax net income after target incentive charge” goal. Corporate
Incentives begin at a threshold of 80% achievement of the goal and will increase up to an excellence level of 120% achievement.
Payment is annual. Payouts for levels of performance between threshold and excellence are described in the incentive table in
this document.


 



    4


     


    

 


Division
Incentives


The Division
Incentive pays employees in their respective division for their achievement of the “target pretax net income after target
incentive charge” goal. Division incentives begin at a threshold of 75% achievement of goal and will increase up to an excellence
level of 125% achievement. Payment is annual. Payouts for levels of performance between threshold and excellence are described
in the incentive table in this document.


 


Individual
Incentive


Depending
on the position, an eligible employee will be paid out a percentage of the pretax profit that the employee contributes to the
overall company profits by way of the projects they procure, staff and manage. This profit is calculated as the profits on the
employee’s jobs, less the unbilled overhead that the employee directly manages, less an allocation of unallocated divisional
overhead and less a percentage of unallocated corporate overhead. The crediting of profit and overheads to one eligible employee
or another is at the discretion of the EVP running the division. EVP’s will be bonused on the contribution of the Division
to the bottom line net profit of the company; i.e. less the division’s portion of the home office/corporate overhead. The
percentage of profit to be paid out to the employee varies based on company ROE. See the incentive tables for the ROE levels and
corresponding percentages.


 


Plan
Description: Corporate Employees





 


 


 


Corporate
Incentive + NW Division Incentive + SW Division Incentive + Individual Incentive = Annual Incentive


 


Corporate
Incentive


The Corporate
Incentive pays for company achievement of a “target pretax net income after target incentive charge” goal. Corporate
Incentives begin at a threshold of 80% achievement of the goal and will increase up to an excellence level of 120% achievement.
Payment is annual. Payouts for levels of performance between threshold and excellence are described in the incentive table in
this document.


 



    5


     


    

 





NW &
SW Divisional Incentive(s)


The Division
Incentives pays corporate employees for their successful support of the divisions’ achievement of their “target pretax
net income after target incentive charge” goal. Divisional incentives begin at a threshold of 75% achievement of goal and
will increase up to an excellence level of 125% achievement. Payment is annual. Payouts for levels of performance between threshold
and excellence are described in the incentive table in this document.


 


Individual
Incentive


Depending
on the position, an eligible employee will be paid out a percentage of the pretax profit that the employee contributes to the
overall company profits by way of the projects they procure, staff and manage. This profit is calculated as the profits on the
employee’s jobs, less the unbilled overhead that the employee directly manages, less a percentage of unallocated corporate
overhead. The crediting of profit and overheads to one eligible employee or another is at the discretion of the CEO for corporate
employees. For a corporate employee, other than the CEO, to be eligible for this individual incentive the employee must be responsible
for bringing in profits to the company that do not run through the NW or SW divisions. The CEO will be bonused based on the bottom
line net profit of the entire company. The percentage of profit to be paid out to the employee varies based on company ROE. Any
corporate employee that qualifies for this incentive will be bonused at the AM/SAM/SP rate. See the incentive tables for the ROE
levels and corresponding percentages.





 






    6


     


    

 


Incentive
Tables


 


 


 



    7


     


    

 


Terms
and Conditions


 


This earning
period for this incentive plan is in effect from January 1, 2014, through December 31, 2014. This plan is renewed annually by
vote of the Board of Directors (BOD).


 


The following
Terms and Conditions are applicable to all eligible incentive plan participants. This document supersedes all previous plans and
letters.


 


This plan
is a statement of compensation guidelines and is not a guarantee to any particular employee that any amount of bonus will be given.
Payout on this plan is at the discretion of the BOD.


 


Expression
of salary or any other form of compensation in terms of an annual period or any other period shall not be construed as a contract
of employment for the duration of the annual period or any other period.


 


Only the
BOD may change these terms and conditions. All changes must be in writing. No oral representations that may be made are effective
in modifying the terms of this plan. This plan does not create a contract of employment for any specific term. Employment at the
Company is ‘at will” and is not for a fixed term or definite period.


 


The BOD
reserves the right to amend, change or cancel this document at any time, except for incentives earned prior to the effective date
of any such change, amendment or cancellation.


 


The company
retains the exclusive right to:


 


		1.	Modify
                                         the performance measures and/or goals.



 


		2.	Modify
                                         the job titles/accountability levels eligible to participate in the plan.



 


		3.	Assign
                                         participants to a specific business unit or region. This assignment will be communicated
                                         in writing to each participant. The company reserves the right to make changes at any
                                         time.



 


		4.	Reduce,
                                         modify or withhold incentive payment at any time, based on changed business conditions,
                                         individual performance or management modification.



 


		5.	Change
                                         financial criteria, forecasts or other items as required.



 


		6.	Assign
                                         or reassign participants to positions and compensate them commensurate with their performance
                                         under the respective specific conditions of this plan.






 






    8


     


    

 





TIMING
AND FORM OF PAYMENTS


 


Annual incentive
payments will be paid through payroll, with tax related deductions, within 21⁄2 months after the end of the fiscal year.


  


TRANSFER
AND EXIT FROM THE INCENTIVE PLAN


 


When a plan
participant transfers from one business unit to another, payment proration from the former business unit will continue through
the end of the current month. Incentive earnings from the new business unit are effective at the beginning of the next full month.


 


In the event
of a participant’s involuntary termination of employment not for cause (for example, a layoff), retirement (at 65 or older),
death, or disability, that employee will receive full incentive payouts if they were working the entire plan year. In the event
of a participant’s involuntary termination of employment not for cause (for example, a layoff), retirement (at 65 or older),
death, or disability in which they did not finish the entire plan year, they will receive a pro-rated incentive payout based on
how much of the plan year they were working. Claims or disputes on future incentive payouts are forfeited after 5 days from separation.


 


In the event
of a participant’s voluntary termination of employment with the Company or involuntary termination of employment for cause,
this participant is not eligible for payment of incentives unless an exception is made by an EVP or the CEO.


 


PARTICIPATION
IN THE PLAN WHEN ON DISABILITY OR LEAVE OF ABSENCE


 


If a plan
participant is on a paid leave of absence or receiving disability payments for 30 days or longer, he or she will exit the Incentive
Plan at the time of the paid leave of absence or the disability effective date. Ineligibility will continue for the duration of
the leave of absence or disability. During non-paid leaves of absence, employees will also be removed from the Incentive Plan.
Exceptions are made as required by law. If an employee is ineligible under this provision and returns to eligibility before the
end of the plan year, the prorated period of ineligibility will be deducted from their incentive. If an employee does not have
at least six months of eligibility in a plan year, they will receive no incentive.


 


JOB PROMOTIONS


 


If an eligible
employee is promoted to an accountability level with a higher target incentive in the first half of the year, the employee will
be bonused based on the incentive level appropriate to the new position. If the employee is promoted in the second half of the
year, their incentive will be calculated on the lower incentive opportunity. All incentives are calculated on the base compensation
the employee has on the last day of the plan year. Accountability level promotions must be in writing.


 



    9


     


    

 


NON-PAYMENT
AND RECOVERY OF INCENTIVES


 


The company
reserves the right to recover, through whatever means it deems appropriate, part or all of the incentives paid on incentives paid
that are later deemed not valid due to clerical errors, accounting errors, or fraud.


 


In addition,
incentives will be recovered in the following situations:


 


		1.	A
                                         participant has been overpaid due to clerical error, accounting error or fraud. Recovery
                                         of incentives will be deducted from the employee’s future pay. This recovery will
                                         occur as soon as practical.



 


		2.	Another
                                         employee is required to substitute for the original participant due to misconduct or
                                         error.



 


		3.	Information
                                         has been misrepresented to the manager whether or not by intentional means as determined
                                         by management.



 


		4.	The
                                         participant need not be considered at fault, either intentionally or unintentionally
                                         in order for the company to recover part or all of an incentive.



 


Questions
and Answers


 


	Q1.	I
                                         understand that Threshold is the minimum performance required to earn a payment on any
                                         of the three incentives. What happens if we do not achieve Threshold on corporate, but
                                         we earn threshold or better on the other components?






	 	A1.	You
    will earn an incentive on the components where you have achieved Threshold or better, even if you do not achieve Threshold
    on one or more of the other components. If the company does not meet the fail-safe as described in this plan, then no incentives
    are paid.




 


	Q2.	When
                                         do we receive Incentive payouts?






	 	A2.	You
    will receive Incentives no later than 21⁄2 months after the completion of the fiscal year; with our current calendar
    fiscal year, March 15th.




 


	Q3.	What
                                         if I leave the company before the payment date? —Will I still receive my Incentive?






		A3.	Payment
                                         of an incentive to an employee that is no longer employed is outlined in section “TRANSFER
                                         AND EXIT FROM THE INCENTIVE PLAN” of the Terms and Conditions.



 



    10


     


    




 


		Q4.	Does
                                         my manager have discretionary control over my incentive payments?



	 	A4.	The
    plan is always discretionary and a manager may recommend an increase for unusual outperformance or a reduction for egregious
    misbehavior. These adjustments would be rare and would have to be approved by the CEO.




 


		Q5.	Why
                                         did we develop this formal incentive plan?



	 	A5.	To
    align compensation with business objectives, reduce subjectivity of incentives and drive financial results.




 


		Q6.	Will
                                         we receive communication on how we are doing throughout the year?



	 	A6.	Yes.
    You will receive quarterly progress vs. goal updates on corporate and business unit financial performance. In addition, your
    manager is expected to discuss this with you informally in a “One-On-One” setting throughout the year to gage
    your individual progress to achieving your personal goals.




 


		Q7.	My
                                         business unit is still recovering from the recession. Why are we expected to bring more
                                         operating profit to the business this year?



	 	A7.	Despite
    the ongoing recovery, we must continue to grow the business. We are confident that we will continue to grow sales and take
    market share from our competitors with profitable work.




 


		Q8.	Whom
                                         do I go to if I have questions about the plan?



	 	A8.	Please
    discuss any questions you have about the plan with your manager first.




 


		Q9.	What
                                         happens if ROE is below the fail-safe performance for my accountability level?



	 	A9.	The
    plan is “turned off” and no incentives are paid.




 


---
END OF PLAN DOCUMENT ---


 


 


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