DAVITA INC. EXECUTIVE INCENTIVE PLAN
(As Amended and Restated Effective January 1, 2009)
The purpose of the DaVita Inc. Executive Incentive Plan (the “Plan”) is to provide annual incentive compensation
payments (“Awards”) to senior executives that are directly tied to the attainment of business objectives of DaVita Inc. (the
“Company”) and to the attainment of its mission to be the partner, provider, and employer of choice and that may qualify as
“performance-based compensation” under Section 162(m) of the Internal Revenue Code of 1986, as amended, and the
regulations thereunder (the “Code”).
The Chief Executive Officer of the Company and each other senior executive of the Company who is determined by the
Compensation Committee (the “Committee”) of the Board of Directors of the Company (the “Board”) to be likely to deemed to
be a “covered employee” under Section 162(m) of the Code for a calendar year shall be eligible to participate in the Plan for such
calendar year (the “Participants”).
The Plan shall be administered by the Committee, which shall consist solely of two (2) or more directors, each of whom is
an “outside director” within the meaning of Section 162(m) of the Code. The members of the Committee shall be appointed by
the Board and may be changed from time to time at the discretion of the Board.
The Committee shall have the authority:
Any determination by the Committee shall be final and binding.
No later than 90 days after the commencement of each calendar year, the Committee shall designate the Participants for
such calendar year, shall establish, in writing, the performance goals for each Participant and the method of calculating the
amount of the Award that will be payable under the Plan to each Participant if the performance goals established by the
Committee for the Participant are attained, in whole or in part. Such method shall be stated in terms of an objective formula or