MIME 2018 Proxy Statement

Base salaries for our named executive officers are annually reviewed by the compensation committee with Radford. Base salaries are adjusted when it is determined necessary; however, this may not necessarily be on an annual basis. Salaries may be adjusted by the compensation committee after the review of the following items: • the scope of the executive officers’ role and responsibilities; • current competitive practices of peer group companies; • individual performance and achievements; • current compensation; • future expected impact on strategic business objectives; and • recommendations from the CEO for executives who report to him. The table below shows the annual base salaries for our named executive officers for the year ended March 31, 2017, compared to the year ended March 31, 2018: Name Base Salary for the Year Ended March 31, 2017 Base Salary for the Year Ended March 31, 2018 Percentage Increase Peter Bauer . . . . . . . . . . . . . . . . . . . . . . . . . . $349,600 $349,600 0.0% Peter Campbell (1) . . . . . . . . . . . . . . . . . . . . $320,000 $350,000 9.5% Edward Jennings . . . . . . . . . . . . . . . . . . . . . . $301,500 $301,500 0.0% Robert P. Nault (2) . . . . . . . . . . . . . . . . . . . . $325,000 $325,000 0.0% Janet Bishop-Levesque (3) . . . . . . . . . . . . . . — $275,000 N/A (1) Mr. Campbell’s base salary in fiscal 2017 was originally set at $289,000. After additional discussion, the compensation committee determined that Mr. Campbell’s salary was not reflective of his recent performance and his role and responsibilities, including the complexities of our business, and was not competitive relative to the peer companies. As a result, the compensation committee determined to increase Mr. Campbell’s salary in two steps by increasing it to $320,000 in July 2016 and by increasing it again to $350,000 at the beginning of fiscal 2018. (2) Mr. Nault joined the Company in September 2016 and his annual base salary was pro-rated for fiscal 2017. (3) Ms. Bishop-Levesque joined the Company in December 2017 and her annual base salary was pro-rated for fiscal 2018. Incentive Compensation For the year ended March 31, 2018, the compensation committee established a cash incentive bonus plan (the “Incentive Plan”) for our executives, which provided for quarterly cash incentive bonus payments. The cash incentive bonuses are focused on the short-term and are intended to compensate our executives for the achievement of corporate performance targets. The corporate performance targets are designed to conform to financial metrics contained in the budget developed by our management and reviewed and approved by the Board. The target amounts payable under the Incentive Plan are calculated as a percentage of the applicable executive’s base salary. The compensation committee approves the corporate performance targets and the formula for determining potential bonus amounts based on achievement of those targets. The compensation committee works with the CEO, the Chief Financial Officer and the Chief Human Resources Officer to identify corporate performance targets generally based on the board-approved budget. The corporate performance targets typically represent stretch goals that are generally designed to be difficult to fully achieve. The compensation committee believes that establishing targets in this way incents executives to overachieve. As a result, the compensation committee generally does not expect that all of the targets will be fully achieved in all periods. As such, executive bonuses can be highly variable from year to year and are not guaranteed. 29