Exhibit 10-N-5
Performance-Based Restricted Stock Unit Award Metrics for
2010
On February 25, 2010, the Compensation Committee of the
Board of Directors of the Company approved the specific performance goals and
business criteria to be used for purposes of determining any future
performance-based restricted stock unit final awards for the 2010
performance-year for participants, including executive officers, under the
Company's shareholder-approved 2008 Long-Term Incentive Plan (filed as Exhibit
10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended
June 30, 2008).
For all participants, the performance criteria to be used
for 2010 under the plan include attaining specified levels of:
|
|
●
|
total Company pre-tax profits*
(45%),
|
|
|
●
|
global Automotive operating-related cash flow*
(30%),
|
|
|
●
|
total Company cost reductions
(8.33%),
|
|
|
●
|
total Company market shares (8.33%),
and
|
|
|
●
|
total Company quality metrics
(8.33%).
|
Based on
business performance results for 2010 against the targeted levels established
for each metric, the Compensation Committee will determine the percentage of the
target award that is earned, which could range between 0% and 100% depending on
actual performance achieved relative to the target
levels.
* Excludes special items