If you decide to join us, your annual on-target earnings, which will be comprised of base salary and incentive compensation, will be $700,000.00, subject to applicable withholdings and deductions. In the fiscal year ending January 31, 2016, your annualized base salary will be $350,000.00, which will be pro-rated for your time with the Company during such fiscal year. In the fiscal year ending January 31, 2016, your annualized on-target incentive compensation will be $350,000.000, subject to achievement of your individual sale compensation plan, which will be pro-rated for your time with the Company during such fiscal year, and the terms and conditions under the Company’s applicable sales compensation plan. During your first three months of employment, you will receive a non-recoverable draw totaling $87,500.00 paid in three equal installments. If commissions are earned against your sales compensation plan during the first three month period, you will be paid the higher of the non-recoverable draw or the commissions earned.

the target value at the time of grant of the annual short-term incentive compensation award to the Executive, if any, granted during the current fiscal year or, if the Compensation Committee of the Board of Directors has not yet met to consider the annual short-term incentive compensation award to the Executive for the current fiscal year, then the target value at the time of grant of the annual short-term incentive compensation award to the Executive, if any, granted during the immediately preceding fiscal year, payable within fifteen (15) days following the expiration of the period in which the Executive has the right to revoke the Release described in Section 3(c); and

Donald W. Van Winkle and Michelle R. Schroeder were also awarded discretionary compensation during fiscal year 2015 of $50,000 and $60,000, respectively, in recognition of their efforts with the spin-off of Kimball Electronics. In addition, Michael S. Wagner was awarded discretionary compensation of $65,000 for his leadership in the restructuring efforts in fiscal year 2015 within the Kimball Office business unit.

Prior to the start of each fiscal year, each Nonemployee Director may elect to receive 100% of the annual cash compensation set forth in [Section 4(a)] for that next fiscal year as RSUs under the Company’s 2017 Equity Incentive Plan or any successor plan (the “Plan”).

Your target award under the Company’s annual incentive plan (“Incentive Compensation Plan” or “ICP”) for fiscal 2015 will be based on 100% multiplied by your base salary at the end of the fiscal year.

Bonus and Equity Compensation. Executive may be eligible for an annual cash bonus or equity compensation. Any such bonus or equity compensation, including applicable terms and conditions, shall be determined by the Manager of the Company in its sole discretion or the Board of Directors or the Compensation Committee of HoldCo in their sole discretion, as applicable. Executive must remain employed by the Company or HoldCo, as applicable, for the full fiscal year in order to be eligible for a bonus for that fiscal year.

Plan Year. “Plan Year” means a calendar year.

Plan Year. The twelve consecutive month period commencing on January 1 of each year.

Tax Year. The fiscal and taxable year of the Company shall be the calendar year, unless otherwise required by the Code.

Pursuant to the Amendment, each Individual Trustee receives at least $20,000 in annual compensation for services as Trustee. Each year, annual Trustee compensation is adjusted up or down (but not below $20,000) in accordance with changes from the November 1981 level of 295.5 (the “1981 Escalation Level”) in the All Commodities Producer Price Index (with 1967 = 100 as a base). The All Commodities Producer Price Index is published by the U.S. Department of Labor. The adjustment is made at the end of each fiscal year and is calculated on the basis of the proportion between (a) the level of such index for the November preceding the end of such fiscal year, and (b) the 1981 Escalation Level. Each of the Individual Trustees received $40,148 in cash compensation for services to the Trust during the fiscal year ended January 31, 2021.