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HIGH
    PERFORMANCE
    COMPENSATION


         PUBLIC AND PRIVATE
            COMPANIES
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                                      514 Precita Ave, Suite 100 | San Francisco, CA 94110
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                              Toll Free 877.803.9255 x700 | P. +1 415.625.3406 | F. +1 877.803.9255
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                              email: info@performensation.com | web: www.performensation.com
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Successful compensation requires four key
                                elements. Each component must be carefully
Dan Walter, President and CEO
                                crafted to your unique goals and culture.
Performensation was founded
in 2006 in response to the
demand for more strategic
and effective compensation
programs.                       Vision: We understand where you are headed and
“Our unique high performance    have the skills to get you there. We are respected
compensation approach
allows us to customize          throughout the industry for our forward-thinking
compensation solutions for      perspective and our ability to execute on it.
companies of any size.”

                                Foundation: Long-term solutions are based on
                                evidence, not founded on gimmicks or fads. They are
                                built to allow for adjustments to organizational and
                                market conditions. Your program’s foundation must
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                                reflect your company and the goals it is designed to
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                                support.
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                                Design: A great program combines creativity with
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                                practicality. We utilize our broad and deep
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                                understanding of rules, regulations, processes and
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                                providers to ensure your program delivers high-
                                performance results. Our designs are easy to
                                understand, compliant and effective.

                                Communication: Participants only value what they
                                understand. Communication must be built in to every
                                step of the process. We ensure that all program
                                elements are relevant and make sense to your
                                targeted audience.




                                                          2
Long-term solutions require long-term
                               commitment. We help you look beyond the
                               horizon to create solutions that evolve with
                               your company’s success.


                               Your expertise is your business. Our expertise is helping
                               your business succeed.

                               Our proprietary process ensures you are an active
                               collaborator in your future. Far more than simply
                               providing you with numbers, Performensation’s
                               approach develops an understanding of your
                               business, your goals and the paths to achievement.
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                               We deliver solutions that support your corporate
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                               culture and drive your goals. Our compensation and
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                               equity plans are uniquely designed to improve your
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                               organizational performance.
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                               Our end-to-end approach guides you from diagnosis
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                               and design, through implementation and
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                               communication. Your solution will fit your budget, be
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                               understood by your participants and allow efficient
                               ongoing administration. The strength of our work is in
                               applying our knowledge and expertise to your
                               specific needs.

                               Once implemented we will support your evolution
                               and performance into the future.




                                                           3
A program must be simple enough to
                           communicate, sophisticated enough to
                           attract and retain staff, and flexible enough to
                           allow for growth and evolution.


                           We are the recognized leaders in the field of equity and
                           synthetic equity compensation design. A well-designed
                           plan is an investment in your company’s future. Your plan
                           can be the difference between great employees and
                           good employees. It can also make a liquidity event far
                           more successful for everyone involved.

                           We provide plan design consultation for companies of
                           every size and type. We have worked with early-stage,
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                           and mature private companies, IPOs and companies that
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                           have been public for years. We have experience working
                 er




                           with LLCs, C-Corps, S-Corps and Joint Ventures. Our
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                           expertise includes executive and broad-based programs
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                           for early-stage and mature private companies and
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                           publicly traded companies.
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                           Our process has been refined over many years of
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                           experience.
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                           Discovery and due diligence. The core of every project is
                           our thorough understanding of your company and its
                           stakeholders.

                           Potential solutions and design elements. You will
                           understand the positives and negatives of every aspect of
                           your plan and participate in every key decision.

                           Best practices. Our unparalleled understanding of the
                           processes, reporting and administration ensures on-going
                           success.

                           Commitment. Our services include long-term support and
                           assistance. Your success is our success. Whenever possible
                           our services are provided for a fixed fee.

                                                       4
Executive Compensation is more complex
                            and scrutinized than ever before. Getting your
                            program right means satisfied shareholders
                            and executives.


                            We believe that every company should have access to
                            highly qualified advice regarding design, disclosure and
                            planning. Say-on-Pay should be an opportunity, not a
                            hurdle.

                            Compensation-on-Demand™ (COD) is Performensation’s
                            ground-breaking compensation consulting service. You
                            get the expertise you need with price predictability you
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                            want. We offer affordable COD packages for a flat
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                            monthly fee. STandard packages cover projects typically
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                            handled on an expensive piecemeal basis. Your tasks are
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                            planned far in advance with additional support built in for
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                            a wide range of unplanned and occasional projects.
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                            We offer several packages for executive compensation
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                            needs. Outsource much of your executive compensation
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                            work with our Inclusive Package that covers most of the
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                            projects typically required annually. Or, sign up for our On-
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                            Call Navigation that provides phone or email access to the
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                            expertise needed to support work performed by your in-
                            house staff. Interim solutions are also available.

                            Our expertise includes compensation philosophy, strategy,
                            peer group analysis and plan design for short-term and
                            long-term incentives, including equity compensation.

                            The COD approach allows us to reduce pricing by as
                            much as 60% while allowing you the freedom to plan
                            ahead and deliver better results.




                                                         5
Everything about compensation is a form of
                                communication. Goals, features, messages
                                and delivery tools must work in harmony.



                                We believe that effective communication is the most
                                important component of high performance
                                compensation. Our basic communication services include
                                powerpoint presentations and Q&A documentation for
                                almost any type of compensation program. We fully
                                integrated these basic communications into every project.
                                We help you start early, execute often, test for
                                effectiveness and change as needs evolve.
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                                Communication Services include support for new plan roll-
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                                outs, major plan corrections, corporate actions and full
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                                project management for communications related to IPOs,
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                                international issues, change management and more.
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                                Our effective techniques and simple solutions have helped
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                                our clients increase ESPP participation, smoothly process
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                                option exchange programs, train managers to effectively
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                                discuss plans and have ensured that executives are fully
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                                informed of critical plan issues.
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                                We also collaborate with some of the best and most
                                creative wording and design specialists in the industry. Our
                                holistic communication solutions brand your programs,
                                motivate employees, align stakeholders and ensure that
                                your programs can deliver on their full potential.




                                                             6
Real and synthetic equity programs are the
               most effective way to link the growth in
               company value to the compensation
               delivered to your staff, board and contractors.


               We are the industry leader in equity compensation design,
               including the growing category of performance equity
               awards. We create equity programs such as stock options,
               restricted stock and synthetic equity programs such as
               SARs and Phantom Stock. We believe cookie-cutter plans
               are for cookie-cutter companies. Our solutions are crafted
               to your specific goals.

               We work with companies of all sizes including early-stage
               startups, companies with unknown future liquidity events
               and Fortune-listed companies. Our clients are companies
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               looking to increase corporate performance, employee
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               engagement and investor satisfaction.
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               Performensation believes strongly in aligning participants
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               with individual and corporate success. We evaluate
               internal and external metrics, like revenue, profit margin
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               and Relative-Total Shareholder Return (R-TSR) and
               determine what is best for you. The breadth and depth of
               our experience is unparalleled and we apply every bit of
               our expertise to your program. Our analysis of key
               performance metrics and compensation instruments
               ensures your plan works specifically for your goals and
               participants.

               Our specialties: Performance Awards, Stock Options,
               Restricted Stock Shares and Units, Phantom Stock, SARs
               and Employee Stock Purchase Plans (ESPP) and other
               programs based on sharing enterprise value.




                                            7
Base Compensation
Variable Compensation
Market Intelligence
Equity Compensation / Long-Term Incentives

Appreciation Plans
!   Stock options, SARs, UARs
Full Value Plans
!   Restricted Stock, Phantom Stock, RSUs
Performance-based Plans
!   Performance Awards, Performance Units
!   Relative-TSR, Internal Financial and Operational Metrics
!   Evaluation of Goals, Thresholds and Modifiers


Services Include
!        Plan Design and Customization
!        Executive Compensation Consulting
!        Legacy Plan Analysis and Enhancement
!        Benchmarking / Job Matching
!        Analyze and Create Performance metrics
!        Performance Reviews
!        Participant Communication
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                                       514 Precita Ave, Suite 100 | San Francisco, CA 94110
              U
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                               Toll Free 877.803.9255 x700 | P. +1 415.625.3406 | F. +1 877.803.9255
          F




                               email: info@performensation.com | web: www.performensation.com
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                                                                 Copyright ©2012 Performensation
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2012 Performensation Brochure

  • 1. HIGH PERFORMANCE COMPENSATION PUBLIC AND PRIVATE COMPANIES P N E O R TI A F IC O N R U M M M A O N C C N E IG S E D N O TI A D N U O F N 514 Precita Ave, Suite 100 | San Francisco, CA 94110 IO Toll Free 877.803.9255 x700 | P. +1 415.625.3406 | F. +1 877.803.9255 IS email: info@performensation.com | web: www.performensation.com V
  • 2. Successful compensation requires four key elements. Each component must be carefully Dan Walter, President and CEO crafted to your unique goals and culture. Performensation was founded in 2006 in response to the demand for more strategic and effective compensation programs. Vision: We understand where you are headed and “Our unique high performance have the skills to get you there. We are respected compensation approach allows us to customize throughout the industry for our forward-thinking compensation solutions for perspective and our ability to execute on it. companies of any size.” Foundation: Long-term solutions are based on evidence, not founded on gimmicks or fads. They are built to allow for adjustments to organizational and market conditions. Your program’s foundation must h reflect your company and the goals it is designed to ac support. ro pp Design: A great program combines creativity with A practicality. We utilize our broad and deep r u understanding of rules, regulations, processes and O providers to ensure your program delivers high- performance results. Our designs are easy to understand, compliant and effective. Communication: Participants only value what they understand. Communication must be built in to every step of the process. We ensure that all program elements are relevant and make sense to your targeted audience. 2
  • 3. Long-term solutions require long-term commitment. We help you look beyond the horizon to create solutions that evolve with your company’s success. Your expertise is your business. Our expertise is helping your business succeed. Our proprietary process ensures you are an active collaborator in your future. Far more than simply providing you with numbers, Performensation’s approach develops an understanding of your business, your goals and the paths to achievement. s n o ti We deliver solutions that support your corporate lu culture and drive your goals. Our compensation and o equity plans are uniquely designed to improve your S organizational performance. m er -T Our end-to-end approach guides you from diagnosis g and design, through implementation and n o communication. Your solution will fit your budget, be L understood by your participants and allow efficient ongoing administration. The strength of our work is in applying our knowledge and expertise to your specific needs. Once implemented we will support your evolution and performance into the future. 3
  • 4. A program must be simple enough to communicate, sophisticated enough to attract and retain staff, and flexible enough to allow for growth and evolution. We are the recognized leaders in the field of equity and synthetic equity compensation design. A well-designed plan is an investment in your company’s future. Your plan can be the difference between great employees and good employees. It can also make a liquidity event far more successful for everyone involved. We provide plan design consultation for companies of every size and type. We have worked with early-stage, s ce and mature private companies, IPOs and companies that vi have been public for years. We have experience working er with LLCs, C-Corps, S-Corps and Joint Ventures. Our S expertise includes executive and broad-based programs n for early-stage and mature private companies and ig publicly traded companies. es D Our process has been refined over many years of n experience. la P Discovery and due diligence. The core of every project is our thorough understanding of your company and its stakeholders. Potential solutions and design elements. You will understand the positives and negatives of every aspect of your plan and participate in every key decision. Best practices. Our unparalleled understanding of the processes, reporting and administration ensures on-going success. Commitment. Our services include long-term support and assistance. Your success is our success. Whenever possible our services are provided for a fixed fee. 4
  • 5. Executive Compensation is more complex and scrutinized than ever before. Getting your program right means satisfied shareholders and executives. We believe that every company should have access to highly qualified advice regarding design, disclosure and planning. Say-on-Pay should be an opportunity, not a hurdle. Compensation-on-Demand™ (COD) is Performensation’s ground-breaking compensation consulting service. You get the expertise you need with price predictability you n want. We offer affordable COD packages for a flat o ti monthly fee. STandard packages cover projects typically sa handled on an expensive piecemeal basis. Your tasks are n planned far in advance with additional support built in for pe a wide range of unplanned and occasional projects. m o C We offer several packages for executive compensation ve needs. Outsource much of your executive compensation ti work with our Inclusive Package that covers most of the cu projects typically required annually. Or, sign up for our On- xe Call Navigation that provides phone or email access to the E expertise needed to support work performed by your in- house staff. Interim solutions are also available. Our expertise includes compensation philosophy, strategy, peer group analysis and plan design for short-term and long-term incentives, including equity compensation. The COD approach allows us to reduce pricing by as much as 60% while allowing you the freedom to plan ahead and deliver better results. 5
  • 6. Everything about compensation is a form of communication. Goals, features, messages and delivery tools must work in harmony. We believe that effective communication is the most important component of high performance compensation. Our basic communication services include powerpoint presentations and Q&A documentation for almost any type of compensation program. We fully integrated these basic communications into every project. We help you start early, execute often, test for effectiveness and change as needs evolve. s ce Communication Services include support for new plan roll- vi outs, major plan corrections, corporate actions and full er project management for communications related to IPOs, S international issues, change management and more. n io at Our effective techniques and simple solutions have helped ic our clients increase ESPP participation, smoothly process un option exchange programs, train managers to effectively m discuss plans and have ensured that executives are fully m o informed of critical plan issues. C We also collaborate with some of the best and most creative wording and design specialists in the industry. Our holistic communication solutions brand your programs, motivate employees, align stakeholders and ensure that your programs can deliver on their full potential. 6
  • 7. Real and synthetic equity programs are the most effective way to link the growth in company value to the compensation delivered to your staff, board and contractors. We are the industry leader in equity compensation design, including the growing category of performance equity awards. We create equity programs such as stock options, restricted stock and synthetic equity programs such as SARs and Phantom Stock. We believe cookie-cutter plans are for cookie-cutter companies. Our solutions are crafted to your specific goals. We work with companies of all sizes including early-stage startups, companies with unknown future liquidity events and Fortune-listed companies. Our clients are companies ce looking to increase corporate performance, employee an engagement and investor satisfaction. rm fo Performensation believes strongly in aligning participants er with individual and corporate success. We evaluate internal and external metrics, like revenue, profit margin P and Relative-Total Shareholder Return (R-TSR) and determine what is best for you. The breadth and depth of our experience is unparalleled and we apply every bit of our expertise to your program. Our analysis of key performance metrics and compensation instruments ensures your plan works specifically for your goals and participants. Our specialties: Performance Awards, Stock Options, Restricted Stock Shares and Units, Phantom Stock, SARs and Employee Stock Purchase Plans (ESPP) and other programs based on sharing enterprise value. 7
  • 8. Base Compensation Variable Compensation Market Intelligence Equity Compensation / Long-Term Incentives Appreciation Plans ! Stock options, SARs, UARs Full Value Plans ! Restricted Stock, Phantom Stock, RSUs Performance-based Plans ! Performance Awards, Performance Units ! Relative-TSR, Internal Financial and Operational Metrics ! Evaluation of Goals, Thresholds and Modifiers Services Include ! Plan Design and Customization ! Executive Compensation Consulting ! Legacy Plan Analysis and Enhancement ! Benchmarking / Job Matching ! Analyze and Create Performance metrics ! Performance Reviews ! Participant Communication P N E O R TI F A O IC R N U M M A M N O C C E N IG S E D N O TI A D N 514 Precita Ave, Suite 100 | San Francisco, CA 94110 U O Toll Free 877.803.9255 x700 | P. +1 415.625.3406 | F. +1 877.803.9255 F email: info@performensation.com | web: www.performensation.com N IO IS Copyright ©2012 Performensation V