KAR Holdings, Inc.
Annual Incentive Program
Summary of Terms
KAR Holdings, Inc. Annual Incentive Program
Summary of Terms
The following is a summary of the KAR Holdings, Inc. Annual Incentive Program. Any awards under the Program are subject to
the approval of the Compensation Committee (the “Committee”) of the Board of Directors of KAR Holdings, Inc. (the
“Company”). The Committee may designate an executive officer of the Company to act on its behalf. The Committee has all final
authority with respect to administration and interpretation of the Program.
Purpose of the Program
The purpose of the Program is to reward eligible employees of the Company with incentive compensation based on their
contributions toward meeting and exceeding overall Company goals.
Key employees of the Company may participate in the Program as determined by the Committee.
Each performance period under the Program will be one year in duration and will coincide with the Company’s fiscal year
(January 1 – December 31).
Your award is tied to your personal performance as well as the financial performance of the Company or your particular
business unit, division, region or individual site during the performance period. Your award opportunity is expressed as a
percentage of your base salary, which typically will be determined at the end of the performance period.
Your award is tied to specific “threshold,” “target” and “superior” performance goals. The “threshold” is the minimum
performance goal that must be met before any award is earned. Your “target” opportunity represents the award amount you will
receive if the Company meets its targeted financial and, if applicable, non-financial goals. Your actual award opportunities at
threshold, target and superior levels of performance are set forth in your personalized incentive compensation statement. Your
award is conditioned on satisfactory performance of your job responsibilities.
Performance Goals and T