VP Worldwide Sales—FY11 Sales Incentive Plan
The following restrictions apply:
1.1 Exar Corporation (the “Company”) maintains the VP Worldwide Sales—FY11 Sales Incentive Plan (the “Plan”) to
provide a framework by which sales achievement can be measured and rewarded, and to provide clearly defined
rewards for sales achievement against measurable and predefined objectives.
2.1 The Compensation Committee of the Company’s Board of Directors shall administer the Plan, shall select the
Participants eligible to participate in the Plan and shall determine the terms of awards granted under the Plan and any
amounts payable with respect to such awards. The Company’s Vice President of Worldwide Sales (the “Participant”)
shall be the sole participant in the Plan for the Company’s 2011 fiscal year.
2.1.1 The Participant is eligible to be paid incentive per the following:
If the Participant’s employment with EXAR begins during the last month of a quarter, the Participant
will not be paid incentive for the quarter during which their employment begins.
188.8.131.52 Guaranteed draw payments will begin coincident with the start of the Participant’s incentive pay
2.1.2 If the Participant terminates voluntarily from EXAR the Participant will be paid incentive up to the last day of
the last full fiscal quarter of employment . If the Participant terminates involuntarily, excluding termination for
cause, the Participant will be paid incentive on a prorated basis through the last day worked.
In the event the calculated quarterly payout is negative at the time of termination, EXAR reserves the
right to make a deduction from the final paycheck.
Incentive payments for attainment in excess of 100% of individual target will not be paid if
termination occurs prior to the end of Q4 during the fiscal year.
2.1.3 If the Participant is on an approv