Bed, Bath and Beyond 2007 Annual Report Download - page 51

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BED BATH& BEYOND PROXY STATEMENT
49
dollar-denominated compensation of Messrs. Stark and Castagna compared to fiscal 2007 and the advice of JFR that such increases
were approximately the median for increases of executives with similar positions in Peer Group 1. The determinations of the
Compensation Committee also reflected the effects of the Company’s business expansion on the duties of such executives.
For further discussion related to equity grants to the named executive officers, see “Potential Payments Upon Termination or
Change in Control” below.
Other Benefits
The Company provides the named executive officers with the same benefits offered to all other employees. The cost of these
benefits constitutes a small percentage of each named executive officer’s total compensation. Key benefits include paid vacation,
premiums paid for long-term disability insurance, a matching contribution to the named executive officer’s 401(k) plan account,
and the payment of a portion of the named executive officer’s premiums for healthcare and basic life insurance.
In addition, effective January 1, 2006, the Company adopted a nonqualified deferred compensation plan for the benefit of certain
highly compensated employees, including the named executive officers. The plan provides that a certain percentage of an
employee’s contributions may be matched by the Company, subject to certain limitations. This matching contribution will vest over
a specified period of time. See “Deferred Compensation” below.
Mr. Temares, as Chief Executive Officer, has a supplemental retirement benefit agreement with the Company under which if he
remains employed by the Company through June 12, 2012 (or the earlier occurrence of a change of control of the Company), he is
entitled to receive a supplemental retirement benefit upon his separation from service from the Company, for ten years, in an
amount equal to fifty percent of his annual salary at the date of termination of employment.
The Company also provides the named executive officers with certain perquisites including tax preparation services and car
service, in the case of Messrs. Eisenberg and Feinstein, and a car allowance, in the case of all named executive officers. The
Compensation Committee believes all such perquisites are reasonable and consistent with its overall objective of attracting and
retaining our named executive officers.
The Company reviews these other benefits and perquisites on an annual basis and makes adjustments as warranted based on
competitive practices and the Company’s performance.
See the “All Other Compensation” column in the Summary Compensation Table for further information regarding these benefits
and perquisites, and “Potential Payments Upon Termination or Change in Control” below for information regarding termination
and change in control payments and benefits.
Impact of Accounting and Tax Considerations
In 2004, the Compensation Committee examined the accounting cost associated with equity compensation in light of the then
expected impact of changed accounting for stock options and considered the impact of Section 162(m) of the Internal Revenue
Code, which generally prohibits any publicly-held corporation from taking a federal income tax deduction for compensation paid
in excess of $1 million in any taxable year to the named executive officers, subject to certain exceptions for performance-based
compensation. Stock options and performance-based compensation granted to our named executive officers are intended to
satisfy the performance-based exception and be deductible. Base salary amounts in excess of $1 million are not deductible by
the Company.
Conclusion
After careful review and analysis, the Company believes that each element of compensation and the total compensation provided
to each of its named executive officers is reasonable and appropriate. The value of the compensation payable to the named exec-
utive officers is significantly tied to the Company’s performance and the return to its shareholders. The Company believes that its
compensation programs will allow it to attract and retain a top performing management team.