Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) On September 17, 2009, the Governance, Nominating and Compensation Committee
(the "GNC Committee") of the Board of Directors of NaviSite, Inc. (the
"Company"), established the NaviSite, Inc. FY 2010 Executive Management Bonus
Program, creating target cash bonuses for the Company's 2010 fiscal year for the
executive officers and other senior executives of the Company, including
Mr. Arthur P. Becker, the Company's Chief Executive Officer and President, James
W. Pluntze, the Company's Chief Financial Officer, and Mark Clayman, the
Company's Senior Vice President of Hosting Services. The award of a cash bonus
to any executive officer or senior executive pursuant to this program is subject
to the achievement of certain targets for fiscal year 2010, including
consolidated revenue and EBITDA for the Company and individual performance
objectives. EBITDA, for purposes of this bonus program, is defined as earnings
before interest, taxes, depreciation and amortization, excluding impairment
costs, stock-based compensation, severance, costs related to discontinued
operations, and other non-operational charges. The bonus that would be awarded
if the targets are met, for each of the principal executive officer, principal
financial officer and named executive officers, is set forth below:
Name Target Bonus
Arthur P. Becker $ 262,500
James W. Pluntze $ 106,920
Mark Clayman $ 150,000
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The exhibit listed in the Exhibit Index below is filed with this report.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
NaviSite, Inc.
Date: September 23, 2009
By: /s/ James W. Pluntze
James W. Pluntze
Chief Financial Officer