BROCADE SENIOR LEADERSHIP PLAN
Revised: February 9, 2005
The Brocade Senior Leadership Plan is designed to link incentive compensation with Company performance.
Performance against Company objectives is measured on six-month cycles (Plan Periods), which run
concurrently with the first and second halves of Brocade’s fiscal year. Payout of earned cash bonuses, if any,
occurs on an annual basis.
Regular full-time and part-time Vice President (VP) level employees are eligible to participate in the Senior
Leadership Plan Program.
Participants must be regular (full-time or part-time) employees at the end of the fiscal year to be eligible to receive
a Senior Leadership Plan Payout.
As each Plan Period begins, participants must complete a VP Performance Contract. Performance contracts
should be tied to company and departmental goals as outlined by the board of directors (i.e., company priorities
and initiatives). All goals must be tied to overall company objectives and have defined measurements.
Before Performance Contracts are final, they are to be reviewed and approved by Finance, Human Relations,
and the Chief Executive Officer (CEO).
At the end of each Plan Period, actual performance against the plan’s financial metric goals is determined by
Finance and provided to the plan participants. Performance against goals is then assessed by the Participant and
then reviewed and assessed by the VP’s manager, in order to determine each participant’s bonus payout for the
period. The Compensation Committee reviews and approves all Section 16 Officers’ performance and bonus
payouts annually. The CEO reviews and approves all other VP cash bonus payouts.
COMPANY PERFORMANCE & SENIOR LEADERSHIP PLAN FUNDING
Each Plan Period, Brocade will set a target Operating Margin for the company to achieve during the Plan Period
At the end of each Plan Period, Brocade will fund the Senior Leadership Plan based on t