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SEC Filings
10-K
TERRAFORM POWER, INC. filed this Form 10-K on 07/21/2017
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combination of corporate performance and individual performance. For each of Ms. Cranna and Mr. Deschler, corporate performance was assigned a weighting of 70% of the total payout factor for each of Ms. Cranna and Mr. Deschler and individual performance was assigned a weighting of 30% of the total payout factor for Ms. Cranna and Mr. Deschler. A similar calculation was performed using a target of 12.5% of the relevant base salary for the additional discretionary bonus. The relative weighting of corporate performance and individual performance allowed the Company to reward individual achievements and link executive compensation to Company performance. In determining the components of the bonuses paid to Ms. Cranna and Mr. Deschler under the Bonus Plan, the Conflicts Committee reviewed benchmarking data provided from a third party and considered the historical bonus levels set by SunEdison, the appropriate weighting between cash and equity compensation and total compensation levels.

Management identified and developed corporate performance measures for 2016 in conjunction with the Company’s human resources professionals. These corporate performance measures were subsequently approved by the Company’s Conflicts Committee. For 2016, the selected corporate performance measures and target goals were designed to achieve strategic objectives following the SunEdison Bankruptcy. For 2016, the Company had five target corporate measures, each of which had an equal 20% weighting. The five target corporate measures are described in the following table and were reviewed and approved by the Conflicts Committee on January 3, 2017:
Company Measures
 
Targets
 
2016 Weighting
 
Max Payout
 
Actual Performance as of January 3, 2017
 
Payout Results
Remove Overhangs
 
Regain compliance with NASDAQ, SEC and debt agreements
 
20%
 
Complete audits by:
10-K: 8/31/2016
Q1: 9/30/2016
Q2: 10/31/2016
Q3: 11/31/2016
 
Maintain compliance with NASDAQ and debt agreements. Filed 10K and 10Qs for 1Q 2016, 10Qs for 2Q 2016 and 3Q 2016 will be filed in January/February (reached target)
 
150%
Fleet Performance
 
Operating Performance Ratio (OPR) >98.0%
 
20%
 
OPR of > 103.0% with pro-rata above Target
 
OPR through 11/22/2016: 98.3% (above target)
 
102%
Profitability
 
Meet AOP Gross Profit Margin of 76.3%
 
20%
 
Gross Profit Margin of 82.0% with pro-rata above Target
 
Estimate Full Year GPM of 76.6% (above target)
 
106%
Liquidity
 
Minimum of $250M of liquidity, satisfy debt requirements and close Canada re-financing and UK sale
 
20%
 
Achieve all metrics
 
Unrestricted cash: $479M

Close Canada Financing - Closed & Funded CAD $120M

UK Sale - Agreements to be signed 1/5/2017 (above target)
 
200%
Employee Engagement
 
Coaching and Feedback: 10% improvement based on employee surveys
Career Development: 80% of employees complete and track development plan
Retention: >80% of top performers
 
20%
 
Coaching and Feedback: 20% improvement
Career Development: 100% completion and tracking
Retention: 95% of top performers
 
Coached TERP personnel and provided feedback on career development
All TERP personnel have received offers (working on GAM wave 2)
Held company picnic for team building outside of office (above target)
 
200%
    
Based on these results, the Conflicts Committee approved a total Company rating of 151.6% of target bonus compensation on January 3, 2017.

Our Chairman and Interim Chief Executive Officer determined an individual performance measure of 100% of target bonus compensation for Ms. Cranna and 125% of target bonus compensation for Mr. Deschler. Based on the corporate measures described above and these individual performance measures, Ms. Cranna achieved an individual and corporate performance rating that resulted in a bonus of approximately 94% of Ms. Cranna’s base compensation, which bonus equaled $376,498, payable in cash. Based on the Company’s achievement of the corporate measures described above and additional individual performance measures, our Chairman and Interim Chief Executive Officer determined that Mr. Deschler achieved an individual and corporate performance rating that resulted in a bonus of approximately 92% of Mr. Deschler’s base compensation, which bonus equaled $268,536, payable in cash.

Qualified Retirement Benefits
 
During 2016, Ms. Cranna and Mr. Deschler participated in SunEdison’s 401(k) plan, which is a broad-based tax-qualified retirement plan. Consistent with other participants in the SunEdison 401(k) plan, Ms. Cranna and Mr. Deschler are


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