Exhibit 10.23
CONFIDENTIAL TREATMENT
Outstanding Corporate Performance Bonus Plan
Summary Plan Document
FY2007
CONFIDENTIAL TREATMENT
Outstanding Corporate Performance Bonus Plan
FY 2007
Plan Summary
The KLA-Tencor Outstanding Corporate Performance Bonus Plan (OCPB) is intended to motivate executives to achieve long-term corporate objectives by providing a competitive bonus for target performance and the appropriate upside opportunity to reward outstanding performance. Eligibility for the OCPB Plan as described within this document is generally Vice Presidents and above. Participants are reviewed and confirmed annually by the Senior Management team.
The OCPB Plan has two performance factors, profit from operations dollars (PFO$) and an incremental operating margin percentage. Further program details are discussed below.
Program Payment
Payment from the OCPB Plan is made once per year based on achievements from the prior fiscal year incentive period (July 1June 30). Bonus calculations are based on paid base salary for the eligible incentive period. A participant must be a regular active employee of the Company on the date of payout in order to receive payment. Employees who become eligible during the Plan year will have their payouts calculated on paid salary from the effective date of eligibility. If an employees target incentive percentage changes during the year, the payout will be prorated based on the period of time spent at each corresponding percentage.
Target Bonus
The following table shows the participants bonus target:
| Position | Salary Grade | Target Bonus | ||
| Vice President & Sr. Executives |
X02 & Above | Target Bonus under Executive Incentive Bonus Plan | ||
| Vice President |
X01 | 20% | ||
Performance Factors
The OCPB is based on achievement of increased revenue and incremental operating margin as defined below:
Profit From Operations Dollars (PFO$)
PFO dollars without share based compensation.
Incremental Operating Margin Factor
At any particular PFO, higher incremental operating margin will result in increased payout.
Incentive Matrix and Payment Calculation
The OCPB will be calculated by multiplying the target bonus percent by the appropriate value in the table below multiplied by the base salary. For values not in the table, a linear interpolation should be applied to derive the appropriate percentage.
| KLA-Tencor | 1 | September 2006 |
CONFIDENTIAL TREATMENT
Outstanding Corporate Performance Bonus Plan
FY 2007
Incentive Matrix and Payment Calculation (Contd)
| Incremental Operating Margin | ** | 0% | 36% | 72% | 108% | 144% | 181% | 200% | 200% | 200% | 200% | 200% | 200% | 200% | ||||||||||||||
| ** | 0% | 29% | 57% | 86% | 114% | 143% | 171% | 200% | 200% | 200% | 200% | 200% | 200% | |||||||||||||||
| ** | 0% | 21% | 42% | 63% | 84% | 105% | 125% | 146% | 167% | 188% | 200% | 200% | 200% | |||||||||||||||
| ** | 0% | 17% | 34% | 51% | 68% | 86% | 103% | 120% | 137% | 154% | 171% | 188% | 200% | |||||||||||||||
| ** | 0% | 13% | 27% | 40% | 53% | 67% | 80% | 93% | 106% | 120% | 133% | 146% | 160% | |||||||||||||||
| ** | 0% | 10% | 19% | 29% | 38% | 48% | 57% | 67% | 76% | 86% | 95% | 105% | 114% | |||||||||||||||
| ** | 0% | 6% | 11% | 17% | 23% | 29% | 34% | 40% | 46% | 51% | 57% | 63% | 68% | |||||||||||||||
| ** | 0% | 0% | 0% | 0% | 0% | 10% | 11% | 13% | 15% | 17% | 19% | 21% | 23% | |||||||||||||||
| ** | ** | ** | ** | ** | ** | &n |