About EDGAR Online | Login
 
Enter your Email for a Free Trial:
The following is an excerpt from a DEF 14A SEC Filing, filed by KOSS CORP on 8/19/2003.
Next Section Next Section Previous Section Previous Section
KOSS CORP - DEF 14A - 20030819 - EXECUTIVE_COMPENSATION

EXECUTIVE COMPENSATION AND RELATED MATTERS

SUMMARY COMPENSATION TABLE. The following table presents certain summary information concerning compensation paid or accrued by the Company for services rendered in all capacities during the fiscal years ended June 30, 2003, 2002, and 2001 for (i) the Chief Executive Officer ("CEO") of the Company, and (ii) each of the other four executive officers of the Company (determined as of the end of the last fiscal year) whose total annual salary and bonus exceeded $100,000 (collectively, including the CEO, the "Named Executive Officers").

                                                                                        LONG-TERM
                                                                                     COMPENSATION (1)
                                                                               -------------------------
                                               ANNUAL COMPENSATION                       AWARDS
                                     ---------------------------------------   -------------------------
                                                                                              SECURITIES
                                                               OTHER ANNUAL                   UNDERLYING   ALL OTHER
                       FISCAL YEAR                               COMPEN-        RESTRICTED     OPTIONS/     COMPEN-
NAME AND PRINCIPAL     ENDED           SALARY       BONUS       SATION (2)     STOCK AWARDS     SARS(3)    SATION(4)
POSITION               JUNE 30          ($)          ($)            ($)             ($)           (#)         ($)
------------------     -----------   ----------   ---------   --------------   ------------   ----------   ---------

John C. Koss               2003      $  150,000   $ 209,482   $            0   $          0            0   $  37,127
Chairman of the            2002         150,000     232,049                0              0            0      19,539
Board                      2001         150,000     267,185                0              0            0     132,142

Michael J. Koss            2003      $  210,000   $ 293,275   $    1,057,250   $          0       60,000   $  50,798
Chief Executive            2002         195,000     324,869          289,500              0       60,000      19,222
Officer                    2001         185,000     374,060           81,438              0       30,000      17,842

John Koss, Jr.             2003      $  153,000   $  35,422   $      222,675   $          0       40,000   $  30,730
Vice President -           2002         145,000      43,264          141,600              0       40,000      18,373
Sales                      2001         136,500     150,000          183,000              0       20,000      15,884

Sujata Sachdeva            2003      $  100,000   $  20,432   $       49,750   $          0       20,000   $  17,683
Vice President -           2002          90,503      21,291           81,738              0       10,000      14,566
Finance                    2001          86,250      23,221          118,963              0        5,000      15,172

Lenore E. Lillie           2003      $   95,091   $  19,430   $       44,750   $          0       10,000   $  22,926
Vice President -           2002          90,563      21,291          118,200              0       10,000      14,918
Operations                 2001          86,250      23,221          434,088              0        5,000      14,651


(1) The above table omits information concerning Long Term Incentive Plans ("LTIPs") (plans, other than restricted stock, stock option, or SAR plans, which provide for the payment of incentive compensation for performance expected to occur over more than one fiscal year), because the Company has no LTIPs.

(2) This column consists of the value realized upon the exercise of stock options for the fiscal years indicated. For more information, see "Aggregate Stock Option Exercises During the Fiscal Year." In all cases, the value of perquisites and other benefits in any fiscal year did not exceed the lesser of $50,000 or 10% of the total salary and bonus reported and, under applicable SEC compensation disclosure rules, are not required to be included in this column.

(3) This column consists of Incentive Stock Options granted to executive officers for the fiscal years indicated. For additional information, see "Stock Options Granted During Fiscal Year" and "Other Compensation Arrangements - Stock Option Plans."

(4) "All Other Compensation" consists of the following: (i) Company matching contributions under the Company's 401(k) Plan for the accounts of John C. Koss ($7,500 in 2003, $7,866 in 2002, and $7,500 in 2001), Michael J. Koss ($15,750 in 2003, $11,000 in 2002, and $10,500 in 2001), John Koss, Jr. ($11,192.68 in 2003, $11,103 in 2002, and $9,880 in 2001), Ms. Sachdeva ($12,712 in 2003, $10,259 in 2002, and $11,224 in 2001), and Ms. Lillie ($17,415.91 in 2003, $10,606 in 2002, and $10,752 in 2001); (ii) Company contributions to the KESOT for the accounts of John C. Koss ($4,849 in 2003, $5,868 in 2002, and $5,917 in 2001), Michael J. Koss ($6,680 in 2003, $5,868 in 2002, and $5,917 in 2001), John Koss, Jr. ($2,208 in 2003, $5,868 in 2002, and $5,917 in 2001), Ms. Sachdeva ($1,686 in 2003, $4,062 in 2002, and $3,914 in 2001), and Ms. Lillie ($1,621 in 2003, $3,937 in 2002, and $3,749 in 2001); (iii) premiums paid by the Company for life insurance for John C. Koss ($5,031 in 2003, $5,805 in 2002, and $3,645 in 2001), Michael J. Koss ($2,283 in 2003, $2,354 in 2002, and $1,425 in 2001), John

7

Koss, Jr. ($1,459 in 2003, $1,402 in 2002, and $87 in 2001), Ms. Sachdeva ($414 in 2003, $245 in 2002, and $34 in 2001), and Ms. Lillie ($1,737 in 2003, 375 in 2002, and $150 in 2001).

STOCK OPTIONS GRANTED DURING FISCAL YEAR. The following table provides certain information concerning stock options granted to Named Executive Officers during the fiscal year ended June 30, 2003.

                                        INDIVIDUAL GRANTS
                                 -----------------------------
                                  PERCENT OF
                    SECURITIES      TOTAL
                    UNDERLYING   OPTIONS/SARS                                          POTENTIAL REALIZABLE VALUE AT ASSUMED
                     OPTIONS/     GRANTED TO                                          ANNUAL RATES OF STOCK PRICE APPRECIATION
                      SARS       EMPLOYEES IN     EXERCISE OR                                     FOR OPTION TERM (1)
                     GRANTED     FISCAL YEAR      BASE PRICE        EXPIRATION       -------------------------------------------
NAME                   (#)           (2)         ($ PER SHARE)         DATE              0% (3)           5%             10%
----------------    ----------   ------------    -------------      ----------       -------------   ------------    -----------

John C. Koss           n/a            n/a               n/a                   n/a             n/a             n/a            n/a
Michael J. Koss     60,000         33.33%            $17.32        April 30, 2008     $(94,200.00)   $ 166,894.05    $482,731.95
John Koss, Jr.      40,000          22.2%            $17.32        April 30, 2008     $(62,800.00)   $ 111,262.70    $321,821.30
Sujata Sachdeva     20,000          11.1%            $15.75        April 30, 2013              --    $ 198,101.61    $502,028.73
Lenore E. Lillie    10,000           5.6%            $15.75        April 30, 2013              --    $  99,050.81    $251,014.37


(1) These assumed values result from using certain rates of stock price appreciation prescribed under Securities and Exchange Commission rules and are not intended to forecast possible future appreciation in the Company's common stock. The actual value of these option grants is dependent on future performance of the common stock and overall stock market conditions. There is no assurance that the values reflected in this table will be achieved.

(2) The percentages set forth in this table are based on 180,000 total stock option shares granted for the fiscal year ended June 30, 2003.

(3) The exercise price for Michael J. Koss and John Koss, Jr. is equal to 110% of the closing price on the date of grant.

AGGREGATE STOCK OPTION EXERCISES DURING THE FISCAL YEAR. The following table provides certain information about stock options exercised by the Named Executive Officers during the fiscal year ended June 30, 2003 and held by the Named Executive Officers on June 30, 2003.

                                                     NUMBER OF SECURITIES UNDERLYING    VALUE OF UNEXERCISED IN-THE-MONEY
                       SHARES                          UNEXERCISED OPTIONS/SARS AT         OPTIONS/SARS AT FISCAL YEAR
                    ACQUIRED ON         VALUE                FISCAL YEAR END                    END (1) (DOLLARS)
                      EXERCISE        REALIZED       -------------------------------   -------------------------------
NAME                     (#)          (DOLLARS)        EXERCISABLE     UNEXERCISABLE     EXERCISABLE     UNEXERCISABLE
----------------   --------------   --------------   --------------   --------------   --------------   --------------
John C. Koss                  n/a              n/a              n/a              n/a              n/a              n/a
Michael J. Koss           100,000   $    1,057,250           75,000          145,000   $      327,900   $      170,300
John Koss, Jr.             20,000          222,675          102,500           97,500          870,350          122,700
Sujata Sachdeva             5,000           49,750            7,500           35,000           12,225          102,413
Lenore E. Lillie            5,000           44,750           10,000           25,000           44,788           75,912


(1) Based on the $18.40 per share market value of the Common Stock on June 30, 2003, determined with reference to the closing price of the Common Stock on that date as reported on The Nasdaq Stock Market. Options are "in-the-money" if the fair market value of the Common Stock on June 30, 2003 exceeded the exercise price.

8

EQUITY COMPENSATION PLAN INFORMATION. The table set forth below provides certain information with respect to the Company's equity compensation plans as of the end of the most recently completed fiscal year (June 30, 2003) under which equity securities of the Company are authorized for issuance.

EQUITY COMPENSATION PLAN INFORMATION TABLE

                                                                                           NUMBER OF SECURITIES REMAINING
                                  NUMBER OF SECURITIES TO BE       WEIGHTED-AVERAGE         AVAILABLE FOR FUTURE ISSUANCE
                                    ISSUED UPON EXERCISE OF       EXERCISE PRICE OF        UNDER EQUITY COMPENSATION PLANS
                                     OUTSTANDING OPTIONS,        OUTSTANDING OPTIONS,    (EXCLUDING SECURITIES REFLECTED IN
        PLAN CATEGORY                 WARRANTS AND RIGHTS        WARRANTS AND RIGHTS                 COLUMN (a))
------------------------------    ---------------------------    -------------------     ----------------------------------
                                              (a)                        (b)                             (c)
   EQUITY COMPENSATION PLANS
  APPROVED BY SECURITY HOLDERS              650,000                     $14.75                         763,483

 EQUITY COMPENSATION PLANS NOT
  APPROVED BY SECURITY HOLDERS          Not applicable              Not applicable                 Not applicable

             TOTAL                          650,000                     $14.75                         763,483

EDGAR® is a federally registered trademark of the U.S. Securities and Exchange Commission. EDGAR®Online is not affiliated with or approved by the U.S. Securities and Exchange Commission.