AbbVie 2012 Annual Report Download - page 127

were not elected at an annual stockholder meeting. The non-employee directors receive cash
payments equal to the dividends paid on the AbbVie shares covered by the units at the same rate
as other stockholders. Upon termination, retirement from the board, death, or a change in control
of AbbVie, a non-employee director will receive one AbbVie common share for each restricted
stock unit outstanding under the Incentive Stock Program.
No restricted stock units were outstanding as of December 31, 2012.
(3) No options were outstanding as of December 31, 2012.
(4) The totals in this column include reportable interest credited under the AbbVie Non-Employee
Directors’ Fee Plan during the year. No interest was credited under the plan during 2012.
(5) The amounts reported in this column include payments made by Abbott, AbbVie’s former parent,
to directors for service by those directors in connection with their participation at Abbott’s board
meetings in the fourth quarter of 2012, including meetings related to the separation of AbbVie
from Abbott. These amounts were: W. H.L. Burnside, $105,000; E. J. Rapp, $70,000; R. S. Roberts,
$105,000; and F. H. Waddell, $105,000. Charitable contributions made by AbbVie’s non-employee
directors are eligible for a matching contribution (up to $25,000 annually). AbbVie did not make
any charitable matching contributions on behalf of any AbbVie directors during 2012.
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