Employment Agreement - Interpublic Group of Companies Inc. and Eugene P. Beard
January 17, 2000
PERSONAL & CONFIDENTIAL
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REVISED
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Mr. Eugene P. Beard
Vice Chairman - Finance & Operations
The Interpublic Group of Companies, Inc.
1271 Avenue of the Americas
New York, New York 10020
Dear Gene:
The purpose of this letter is to request that you continue your
full-time employment and responsibilities through February 28, 2000. We believe
at this particular time, the activities in which you are involved require your
continued employment to such date.
Our request alters to a degree our previous agreed upon arrangements
detailed in my letter to you of October 27, 1998. Therefore, we feel it
appropriate to propose some restructuring of the previous agreement along the
following:
1. Timing
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You continue in your current role through February 28, 2000. Effective
March 1, 2000 you would relinquish your corporate responsibilities, IPG
Directorship and Chairmanship of Finance Committee and become an
Employee Consultant for the remainder of the year.
2. Compensation
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o Employee Consultancy Compensation
Effective March 1 through December 31, 2000 your monthly
employee consultancy rate would be $30,000. You will retain
your existing employee benefits.
o ERISA Benefit
You currently have a commitment for a $400,000/A (payable for
15 years) ERISA benefit. Based on a formula recently adopted
by the Compensation Committee (see attached) to determine
ERISA benefits to select executives and to further reward you
for extending your employment, we propose to increase your
ERISA benefit to $600,000/A. For your information the ERISA
formula was also reviewed and endorsed by the Todd
Organization.
o Restricted Stock
You were granted on May 5, 1999 60,000 (120,000 post split)
shares of restricted stock that will lapse on January 1, 2002.
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o Stock Options
You also were granted on October 10, 1998 150,000 (300,000
post split) stock options (@$26.125 per share) that will be
100% vested on January 1, 2000.
o L.T.P.I.P. - 1997-2000
Your award for this period includes 12,500 performance units
and 270,000 options. You will be fully vested for this period.
o L.T.P.I.P. - 1999-2002
You have been granted 14,000 performance units and 140,000
stock options for this period. We previously committed to you
that if you retired fully from the Company prior to January 1,
2001, you would be pro-rated from date of grant to date of
retirement in this performance period.
We further committed that if you remained as an employee,
employee consultant or consultant for any period subsequent to
January 1, 2001, you would become 100% vested in the 1999-2002
grant period.
These commitments stand as originally offered.
3. Consultancy Continuation
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We had previously agreed in 1996 that after your retirement from the
Company you would for a period of time remain as an IPG consultant, at
a rate to be determined, primarily to consult on The Interpublic Group
of Companies, Inc. Benefit Protection Trust (Rabbi Trust). Although we
do not expect this activity to be time consuming, it would be
reassuring to us that you continue to consult in this area.
The above arrangements pretty much fit our original understanding as
outlined in my letter of October 27, 1998. In many ways Gene you must as I do,
take a lot of pride in what has been accomplished over the last 20 years. What
has been built in comparison to what we inherited is short of I believe ---
incredible. For this and all the other things accomplished, you have my
unyielding respect and lasting gratitude.
Very best regards,
/s/ Philip H. Geier
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Philip H. Geier
cc: Members of the Compensation Committee