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COSTAR
GROUP, INC.
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(Exact
name of registrant as specified in its
charter)
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Delaware
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0-24531
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52-2091509
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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2
Bethesda Metro Center, Bethesda, Maryland
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20814
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(Address
of principal executive offices)
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(Zip
Code)
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Not
Applicable
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(Former
name or former address, if changed since last
report.)
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Name
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Title
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2007
Base Salary (1)
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Option
Awards
(2)
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Stock
Awards (3)
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2007
Non-Equity Incentive Plan Awards (4)
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||
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Threshold
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Target
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Maximum
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|||||
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Andrew
C. Florance
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President
& Chief Executive Officer
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$439,000
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39,300
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43,400
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0%
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75%
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150%
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Frank
A. Carchedi
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Chief
Financial Officer & Treasurer
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$280,000
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10,500
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15,500
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50%
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60%
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120%
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Christopher
Tully (5)
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Sr.
Vice President Sales & Customer Service
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$246,000
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7,900
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2,900
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0%
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25%
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50%
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Jennifer
Kitchen
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Sr.
Vice President, Research
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$190,000
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5,300
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3,900
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0%
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55%
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110%
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Craig
Farrington
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Vice
President Research
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$184,000
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4,000
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2,000
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0%
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55%
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110%
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| (1) |
All
salary increases will be effective as of January 1, 2007.
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| (2) |
Represents
the number of shares of Common Stock of the Company underlying the
option
award. All of the options have an exercise price of $51.92 per share,
the
fair market value of the Company’s common stock on the date of grant. The
stock option awards were granted under the Company’s 1998 Stock Incentive
Plan, as amended. Each of the options granted vests over a three-year
period in equal, annual installments on each of December 12, 2007,
December 12, 2008, and December 12, 2009. A form of stock option
grant
agreement has been filed as an exhibit to the Company’s Annual Report on
Form 10-K for the year ended December 31, 2004 and is incorporated
by
reference herein.
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| (3) |
Represents
the number of shares subject to the restricted stock award. The awards
were granted based on the fair market value of the Company’s common stock
on the date of grant, $51.92 per share. The shares of restricted
stock
were granted to the executives under the Company’s 1998 Stock Incentive
Plan, as amended. The shares cliff vest as of the four-year anniversary
of
the date of grant, December 12, 2010. A form of restricted stock
agreement
has been filed as an exhibit to the Company’s Annual Report on Form 10-K
for the year ended December 31, 2004 and is incorporated by reference
herein. Executive officers will also be entitled to an award of shares
of
restricted stock, subject to achievement of certain performance criteria
in 2006 to be determined subsequent to the end of fiscal year 2006,
consistent with past determinations as previously disclosed in the
Company’s Form 8-K dated April 27, 2006.
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| (4) |
2007
bonus awards will be based on a target percentage of the executive
officer’s base salary. Each executive officer’s bonus is based on
achievement of a combination of corporate/financial goals individual/team
performance goals. The criteria that the Committee uses to determine
bonuses include, without limitation, the level of achievement of
goals
based on the following criteria: Company revenues, Company earnings,
research, data quality, new and enhanced products, software development,
management, customer service, accounts receivable, human resources,
investor relations, financial reporting and sales. The criteria differ
for
each of the executive officers. Bonus awards for 2006 will be determined
on the terms previously disclosed in the Company’s Form 8-K dated April
27, 2006.
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| (5) |
Mr.
Tully also has the ability to earn monthly commissions based on the
Company’s monthly net new revenue
amounts.
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COSTAR
GROUP, INC.
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By:
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Date:
December 18, 2006
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/s/
Frank A. Carchedi
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Name:
Frank A. Carchedi
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Title:
Chief Financial Officer
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