Kaman

AR 13

Proxy

Proxy/Post Termination Payments and Benefits/Post-Termination Benefit Table

POST-TERMINATION BENEFIT TABLE

Termination Event
Named Executive Officer Termination
for Cause
or without
Good Reason
Termination
without Cause
or with
Good Reason(1)
Termination
without Cause
or with
Good Reason
in Connection with
a Change in Control(2)
Retirement Disability Death
Neal J. Keating
Chairman, President and Chief Executive Officer
Cash Severance(3) $4,560,800 $6,841,200
Stock Options(4)
Restricted Stock(5)
LTIP Awards(6) $2,338,211 $2,338,211 $2,338,211 $2,338,211 $2,338,211
Health & Welfare(7) $36,446 $36,446
Life Insurance(8) $483,841 $483,841 $483,841 $483,841
Outplacement Services $30,000
Total $7,419,298 $9,729,698 2,822,052 2,822,052 2,338,211
Robert D. Starr
Senior Vice President and Chief Financial Officer
Cash Severance(3) $970,278
Stock Options(4) $102,890
Restricted Stock(5) $232,858 $232,858 $232,858 $232,858
LTIP Awards(6)
Health & Welfare(7) $36,446
Life Insurance(8) $225,073
Outplacement Services $30,000
Total $1,597,545 $232,858 $232,858 $232,858
Gregory L. Steiner
Executive Vice President, Kaman Corporation, and President, Kaman Aerospace Group
Cash Severance(3) $1,421,832 $1,421,832
Stock Options(4) $194,667 $194,667 $194,667 $194,667 $194,667
Restricted Stock(5) $166,508 $166,508 $166,508 $166,508 $166,508
LTIP Awards(6) $615,187 $615,187 $615,187 $615,187 $615,187
Health & Welfare(7) $11,389 $11,389
Life Insurance(8) $381,197 $381,197 $381,197 $381,197
Outplacement Services $30,000
Total $2,790,780 $2,820,780 $1,357,559 $1,357,559 $976,362
Steven J. Smidler
Executive Vice President, Kaman Corporation, and President Kaman Industrial Technologies
Cash Severance(3) $1,493,160 $1,493,160
Stock Options(4) $75,510 $75,510 $75,510 $75,510 $75,510
Restricted Stock(5) $159,952 $159,952 $159,952 $159,952 $159,952
LTIP Awards(5) $517,657 $517,657 $517,657 $517,657 $517,657
Health & Welfare(7) $34,623 $34,623
Life Insurance(8) $4,677 $287,664
Outplacement Services $30,000
Total $2,285,579 $2,598,566 $753,119 $753,119 $753,119
Ronald M. Galla
Senior Vice President and Chief Information Officer
Cash Severance(3) $1,292,950 $1,292,950
Stock Options(4)
Restricted Stock(5)
LTIP Awards(6) $313,834 $313,834 $313,834 $313,834 $313,834
Health & Welfare(7) $25,056 $25,056
Life Insurance(8) $12,901 $449,592
Outplacement Services $30,000
Total $1,644,741 $2,111,432 313,834 313,834 313,834
Shawn G. Lisle
Senior Vice President and General Counsel
Cash Severance(3) $931,486
Stock Options(4) $26,455
Restricted Stock(5) $119,788 $119,788 $119,788 $119,788
LTIP Awards(6) $213,750 $213,750 $213,750 $213,750
Health & Welfare(7) $36,446
Life Insurance(8) $225,073
Outplacement Services $30,000
Total $1,582,998 $333,538 $333,538 $333,538
  1. Amounts shown in the Stock Awards column reflect the aggregate grant date fair value of restricted stock granted to our named executive officers with respect to the 2013, 2012 and 2011 fiscal years in accordance with Accounting Standards Codification (ASC) 718. For a discussion of valuation assumptions, see Note 19 in our Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2013. All restricted stock awards shown in the table were granted to the named executive officers prior to their eligibility for an LTIP award opportunity.
  2. Amounts shown in the Option Awards column reflect the aggregate grant date fair value of stock options granted to our named executive officers with respect to the 2013, 2012 and 2011 fiscal years in accordance with ASC 718. For a discussion of valuation assumptions, see Note 19 in our Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2013. All stock options shown in the table were granted to the named executive officers prior to their eligibility for an LTIP award opportunity.
  3. Amounts for 2013 represent annual cash incentive awards earned by the named executive officers under our annual cash incentive plans, which are discussed in the Compensation Discussion and Analysis section beginning on page 18 but do not not reflect amounts that cannot yet be determined but which may become due under outstanding LTIP awards for the 2011–2013 Performance Cycle for Messrs. Keating, Denninger, Steiner, Smidler and Galla and the 2013 Performance Cycle for Mr. Lisle. 2012 Amounts have been adjusted to reflect the LTIP payouts approved in June 2013 in respect of LTIP awards for the 2010–2012 Performance Cycle for Messrs. Keating, Denninger, Steiner and Galla and the 2011-2012 Performance Cycle for Mr. Smidler. Our LTIP award program is discussed in more detail on page 30 of the Compensation Discussion and Analysis.
  4. Represents the total change in the present value of accrued benefits under our pension plan and SERP, if applicable, from year to year. Pension plan and SERP benefits are discussed in more detail starting on page 41.
  5. The amounts included in this column consist of the following: Participation in our life insurance program for senior executives, employer matching contributions under our 401(k) Plan, supplemental employer contributions earned under our Deferred Compensation Plan, and perquisites consisting of payments for annual physical examinations, a vehicle allowance and personal use of the corporate aircraft. The 2013 figures include supplemental deferred compensation earned for Messrs. Keating, Denninger, Starr, Steiner, Smidler, Galla and Lisle of $200,040, $0, $11,289, $44,977, $48,641, 38,930 and $17,313, respectively. The 2013 figures also include a vehicle allowance of $33,420 for Mr. Keating, $13,230 for Mr. Denninger, $17,433 for Mr. Starr, $26,460 for Messrs. Steiner and Smidler, and $20,448 for Messrs. Galla and Lisle; and $12,750 to each named executive officer for the Company 401(k) match. Amounts for Mr. Lisle also include relocation expenses of $17,052. Infrequently, spouses and guests of named executive officers ride along on the Company aircraft when the aircraft is already going to a specific destination for a business purpose. This use involves minimal cost to the Company. Where required by law, income was imputed to the named executive officer for income tax purposes for the items described in this footnote and all such amounts are included in the table.
  6. Appointed Senior Vice President and Chief Financial Officer effective July 1, 2013. Compensation information for 2012 and 2011 has been omitted pursuant to applicable SEC rules and regulations.
  7. Appointed Senior Vice President and General Counsel effective December 1, 2012. Compensation information for 2012 and 2011 has been omitted pursuant to applicable SEC rules and regulations.