SMX Staff Executive Officer Bonus Terms for FY06 Under the
Section 162(m) Executive Officer Performance-Based Bonus
Sun’s SMX Staff Executive Officer Bonus Terms for FY06 under its Section 162(m) Executive Officer Performance-Based Bonus
Plan (the “Plan”) are designed to compensate Executive Officers who are SMX Staff members, other than the Chief Executive
Officer (“SMX Staff”) for contributions to Sun during the fiscal year. The Plan provides for quarterly cash compensation based
on performance against the Plan measures.
Plan Year/Performance Periods
The Plan year is Sun’s fiscal year 2006. The Performance Periods (as such term is defined in the Plan) are each of Sun’s four
fiscal quarters during that fiscal year.
These terms apply to persons serving as members of Sun’s SMX Staff as of July 1, 2005. In order to receive a bonus payment
with respect to any fiscal quarter, the participant must be serving as a member of Sun’s SMX Staff as of the last day of that
fiscal quarter, except as provided below.
A participant who retires, becomes disabled, or dies during any fiscal quarter may receive a prorated bonus for the period of
time during the fiscal quarter that the participant provided services to Sun. A participant who leaves Sun prior to the end of a
fiscal quarter for any other reason, including but not limited to a reduction in force, voluntary resignation, or termination by
Sun, will be ineligible for a bonus payment with respect to that fiscal quarter and any subsequent fiscal quarter during fiscal
The bonus target under the Plan for members of SMX Staff is 90% of the participant’s Eligible Wages for fiscal year 2006, as
determined below (the “Bonus Target”). The Bonus Target is divided between the four fiscal quarters of fiscal year 2006 as
follows (each, a “Quarterly Bonus Target”):
For example, for FY06 Q1, the Quarterly Bonus Target would be 90