Bed, Bath and Beyond 2007 Annual Report Download - page 60

BED BATH& BEYOND PROXY STATEMENT
58
(1) During the Company’s fiscal year 2006 an independent committee of the Company’s Board of Directors identified various deficiencies
in the process of granting and documenting stock options and restricted shares, with the result, among other things, that for purpos-
es of Section 409A of the Internal Revenue Code, as amended, certain stock options were deemed to have been granted with an
exercise price less than the value of underlying common stock on the date of grant. Under Section 409A this would have subjected
certain stock options held by a significant number of the Company’s employees (including Messrs. Eisenberg, Feinstein, Temares, Stark
and Castagna) to adverse tax consequences unless brought into compliance with Section 409A. In order to effect such compliance, the
exercise price of certain options held by Messrs. Eisenberg, Feinstein and Temares was increased, and the exercise of certain options
held by Messrs. Stark and Castagna was limited to a specified calendar year (in all cases without any payment or other consideration
to the affected executive). As a consequence, individual option grants to Messrs. Eisenberg, Feinstein and Temares may appear in this
table as multiple entries where the exercise price was increased for only a portion of such grant, and, in the cases of Messrs. Stark and
Castagna, some grants appear with a December 31 expiration date where that year was selected as the latest year in which any por-
tion of such grant may be exercised.
(2) Market value based on the closing price of the Company’s common stock of $28.34 per share on February 29, 2008, the last trading
day in fiscal year 2007.
Options Exercises and Restricted Stock Vested for 2007
The following table includes certain information with respect to the exercise of options and vesting of restricted stock by named
executive officers during fiscal 2007.
Option Awards Stock Awards
Number of Shares Value Number of
Acquired Realized Shares Acquired Value Realized
on Exercise on Exercise on Vesting on Vesting
Name (#) ($) (#) ($)
Warren Eisenberg(1) 0 0 25,258 1,037,527
Leonard Feinstein(1) 0 0 25,258 1,037,527
Steven H. Temares(1) 0 0 25,258 1,037,527
Arthur Stark(2) 423,000 8,019,327 0 0
Eugene A. Castagna (3) 41,600 734,422 0 0
(1) Messrs. Eisenberg, Feinstein and Temares each acquired 12,796 shares with a market price of $41.24 on April 20, 2007 and 12,462
shares with a market price of $40.91 on May 2, 2007 upon the lapse of restrictions on previously granted shares of restricted stock.
(2) Mr. Stark exercised 60,000 stock options on April 13, 2007, with an exercise price of $6.1875 and a market price of $40.03. On
November 6, 2007, he exercised stock options in the amounts of 32,000, 40,000, 45,000 and 90,000 with exercise prices of $11.8282,
$16.125, $23.7815 and $11.4688, respectively. The November 6, 2007 exercises all had a market price of $31.30. Mr. Stark exercised
7,600 stock options on February 4, 2008, with an exercise price of $11.8282 and a market price of $32.35. On February 6, 2008, he
exercised 60,000 stock options with an exercise price of $16.125 and a market price of $30.41. He also exercised 88,400 stock options
on February 6, 2008 with an exercise price of $11.8282 and a market price of $30.19.
(3) On November 23, 2007, Mr. Castagna exercised stock options in the amounts of 5,600, 12,000 and 24,000 with exercise prices
of $11.8282, $16.125 and $11.4688, respectively. These exercises all had a market price of $30.51.