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QCCO > SEC Filings for QCCO > Form 8-K on 12-Feb-2009All Recent SEC Filings

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Form 8-K for QC HOLDINGS, INC.


12-Feb-2009

Change in Directors or Principal Officers, Financial Statements and Exhibits


Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 9, 2009, the Compensation Committee of the Board of Directors of QC Holdings, Inc. (the "Company") approved the 2009 annual cash incentive and long-term incentive plan awards for certain executive officers of the Company. The annual cash incentive awards are designed so that a significant percentage of total executive cash compensation for 2009 is based on achieving certain performance measures. The long-term incentive plan is equity based and is designed to have both retention and performance-based elements. The 2009 incentive awards for executive officers are as follows:

                                       2009            Long-Term         Long-Term
                                  Target Annual       Incentive -       Incentive -
                                  Cash Incentive    Restricted Stock   Stock Options
                                       ($)           (# of shares)     (# of shares)
  Darrin J. Andersen,
  President and COO              $        292,000             78,432         235,296

  Douglas E. Nickerson,
  Chief Financial Officer        $        150,000             26,144          78,432

  Michael O. Walrod,
  Vice President of Operations   $        100,000             13,072          39,216

The opportunity to earn annual cash incentive compensation is based on the achievement of performance measures set by the Compensation Committee. For 2009, the annual incentive goals are based 35% on attainment of a certain diluted earnings per share, 35% on the attainment of certain adjusted EBITDA, and 30% at the discretion of the committee. Adjusted EBITDA is calculated as net income before interest, taxes, depreciation and amortization expenses, adjusted to exclude the charges related to stock options and restricted stock awards and non-cash gains or losses associated with property disposition. The targets set by the Compensation Committee are achievable, but will require the Company to have strong financial performance in light of the current economic environment.

Participants in the plan may earn 50% of the target annual cash incentive compensation shown above by achieving a threshold of 80% of the targeted performance measures, and up to a maximum of 200% of the target annual incentive compensation by achieving 120% of the targeted performance measures. The Compensation Committee retains the authority to make bonus payments in addition to, or in lieu of, payments under the annual incentive plan and has the authority to modify, amend or adjust the performance measures established under the plan.

Long-term incentive awards granted pursuant to the Company's 2004 Equity Incentive Plan, a copy of which has previously been filed with the Securities and Exchange Commission, consist of approximately 50% of value in stock options and 50% of value in restricted stock awards to executive officers. Each long-term incentive plan award of restricted stock and each option to purchase common stock of the Company vests over time, 25% on each of the first four anniversaries of the grant date. The option awards were made at $4.39 per share, the closing price of the Company's common stock on the date of grant. A summary of the long-term incentive plan was attached as Exhibit 10.1 to the Company's Current Report on Form 8-K filed February 11, 2008. These long-term incentive grants are subject to approval at the Company's annual meeting of stockholders of a proposed increase in the number of shares of common stock available for issuance under the 2004 Equity Incentive Plan.

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The Compensation Committee also approved an amended form of Restricted Stock Award Agreement to reflect the Company's policy that upon the vesting of restricted shares of any employee, including any executive officer, the Company will withhold a portion of the vested shares to provide for taxes due in connection with the vesting thereof.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are filed with this report:

10.1 Form of Restricted Stock Award Agreement (Employee).

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