mattrick

New Zynga CEO Don Mattrick, who just left Microsoft to fix the ailing social gaming company, is getting incentivized heavily with stock for his new gig.

He starts with a sign-on bonus of $5 million, a base salary of $1 million, then gets a pro-rated minimum annual bonus that is either worth 200 percent of his salary or the average bonus percentage for the rest of the company’s executives — whichever is greater.

The first big stock part of the package is worth about $25 million at the moment, and vests over three years. It’s a “make whole” grant that makes up for the stock Mattrick is giving up in leaving his job at Microsoft.

Then on top of that there’s an “inducement grant” that vests over five years that’s currently worth a little over $6 million at about 1.8 million restricted stock units or RSUs.

It also gives Mattrick the option to purchase more than 7 million shares of stock equal to the closing price on the grant date, with the target for these options being worth about $10 million. If Mattrick is successful in turning the company around, that grant could be worth much more. He is also eligible for equity grants every year, with the one for 2014 being worth about $7 million in restricted stock units.

If Mattrick leaves, he gets a severance benefit worth twice his annual salary of $1 million plus two times his bonus. He also gets accelerated vesting of all of his initial “make whole” $25 million stock grant and any other grants that would have vested in the same year.

If he gets terminated in the event that Zynga has a “change in control” or gets acquired, both the big stock grants get fully accelerated with the cash severance being paid in a lump sum.

Zynga also covers his legal fees with the salary offer up to $60,000. If any payments to him trigger a “golden parachute” tax, the payments and benefits may get reduced to the point where he would be better off overall on an after-tax basis.

It’s a package that’s designed to incentivize him to get that stock price up, which has been hovering around $2 to $3 for the past six months. Zynga debuted at about $10 during its IPO but its stock sank by almost 75 percent in the year afterward as investors lost confidence that the company could keep its hold on the Facebook platform and successfully transition to Android and iOS. Indeed, Zynga and King are neck-and-neck in terms of monthly active users on the Facebook platform, according to AppData.

In the same SEC filing, Zynga also reveals that Owen Van Natta, who was at one point Zynga’s Executive Vice President of Business, is also stepping off the board.

read full article on New Zynga CEO Mattrick’s Package Is Worth About $50M In Stock, Options & Salary



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