Exhibit 10.49.1
SYNPLICITY, INC.
OFFICER BONUS PLAN
Adopted April 20, 2007, Amended January 18, 2008
1.
PURPOSE OF THE PLAN
The Synplicity Officer Bonus Plan (the "Plan") is a bonus program that provides
a pool of cash to be used by Synplicity's Chief Executive Officer ("CEO") to
reward certain executives based on his subjective judgment of their contribution
to the success of Synplicity (the "Company"). This Plan is separate from and
unrelated to the Company's Variable Incentive Pay Plan ("VIPP") and provides the
CEO more flexibility than the VIPP in rewarding individual contribution.
2.
DEFINITIONS
A)
"ADMINISTRATOR" MEANS THE COMPENSATION
COMMITTEE OF THE BOARD OF DIRECTORS OF THE COMPANY.
B)
"ANNUAL BONUS POOL" MEANS THE AMOUNT OF
CASH AS DETERMINED BY THE ADMINISTRATOR THAT CAN BE DISTRIBUTED AS BONUSES
DURING A PLAN YEAR.
C)
"CASH BONUS" MEANS A BONUS AMOUNT AN
INDIVIDUAL PARTICIPANT IS ELIGIBLE TO RECEIVE FOR A QUARTERLY PERIOD AS
DETERMINED IN ACCORDANCE WITH SECTION 4 AND THE TERMS OF THE PLAN.
D)
"NOTICE OF PARTICIPATION" MEANS AN
INDIVIDUALIZED WRITTEN NOTICE OF PARTICIPATION TO ELIGIBLE EMPLOYEES WHO HAVE
BEEN SELECTED BY THE ADMINISTRATOR FOR PARTICIPATION IN THE PLAN.
E)
"PARTICIPANT" MEANS AN EMPLOYEE WHO IS
SELECTED BY THE ADMINISTRATOR FOR PARTICIPATION IN THE PLAN.
F)
"QUARTERLY BONUS PAYOUT" MEANS THE
AGGREGATE AMOUNT TO BE PAID OUT RELATED TO THE JUST PRIOR QUARTERLY PERIOD.
G)
"QUARTERLY BONUS POOL" MEANS AN ANNUAL
BONUS POOL DIVIDED BY FOUR.
H)
"QUARTERLY PERIOD" MEANS A CALENDAR
QUARTER.
I)
"PLAN YEAR" MEANS THE FOUR CALENDAR
QUARTERS COMMENCING APRIL 1 OF ANY GIVEN YEAR AND ENDING MARCH 31 OF THE
FOLLOWING YEAR.
3.
ELIGIBILITY
Employees who are named on Exhibit A to this Plan ("Participants") shall be
eligible to participate in the Plan during a given Plan Year.
A Participant
shall cease to be a Participant in the Plan when he or she ceases to be a
current, active, full-time employee of the Company.
The Administrator shall
have the sole discretion to determine the eligibility of employees and to select
those eligible employees who may participate in the Plan.
4.
DETERMINATION AND PAYMENT OF CASH
BONUSES
A)
DETERMINATION OF QUARTERLY BONUS PAYOUTS.
FOR EACH QUARTERLY PERIOD THROUGHOUT THE PLAN YEAR, THE CEO SHALL DETERMINE THE
QUARTERLY BONUS PAYOUT AVAILABLE FOR (RELATING TO) THE JUST COMPLETED QUARTERLY
PERIOD. SUCH QUARTERLY BONUS PAYOUT SHALL BE BETWEEN 0% AND 100% OF THE
QUARTERLY BONUS POOL, AS DETERMINED AT THE CEO'S COMPLETE DISCRETION.
B)
DETERMINATION OF A PARTICIPANT'S CASH
BONUS. THE CEO SHALL DETERMINE HOW THE QUARTERLY BONUS PAYOUT FOR THE JUST
COMPLETED QUARTERLY PERIOD SHALL BE ALLOCATED AMONGST PARTICIPANTS. THE DOLLAR
AMOUNT OF THE QUARTERLY BONUS PAYOUT TO BE DISTRIBUTED TO EACH PARTICIPANT FOR
ANY JUST COMPLETED QUARTERLY PERIOD (SUCH INDIVIDUAL'S "CASH BONUS") SHALL BE AT
THE COMPLETE DISCRETION OF THE CEO, AND CAN BE FROM 0% TO 100% OF THE OVERALL
QUARTERLY BONUS PAYOUT FOR SUCH QUARTERLY PERIOD, PROVIDED THE TOTAL AGGREGATE
AMOUNT OF ALL CASH BONUSES FOR ALL PARTICIPANTS FOR SUCH QUARTERLY PERIOD IS NOT