Bed, Bath and Beyond 2008 Annual Report Download - page 68

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Senior Status
Cash Salary Option Restricted Stock
Severance Continuation (2) Acceleration (3) Acceleration (3)
Warren Eisenberg (8)
Termination Without Cause/
Constructive Termination (1) $ 1,469,722 $ 5,500,000 $ — $ 3,632,246
Change in Control (no termination) $ — $ — $ — $ —
Change in Control + Termination (1) $ 1,469,722 $ 5,500,000 $ — $ 3,632,246
Change in Control + Voluntary
Termination (9) $ 3,300,000 $ — $ — $ —
Leonard Feinstein (8)
Termination Without Cause/
Constructive Termination (1) $ 1,469,722 $ 5,500,000 $ — $ 3,632,246
Change in Control (no termination) $ — $ — $ — $ —
Change in Control + Termination (1) $ 1,469,722 $ 5,500,000 $ — $ 3,632,246
Change in Control + Voluntary
Termination (9) $ 3,300,000 $ — $ — $ —
Steven H. Temares
Termination Without Cause (9) $ 4,500,000 $ — $ — $ 3,891,446
Voluntary Termination (10) $ 1,500,000 $ — $ — $ —
Change in Control (no termination) $ — $ — $ — $ —
Change in Control + Termination (9) $ 4,500,000 $ — $ — $ 3,891,446
Arthur Stark
Termination Without Cause (9) $ 3,165,000 $ — $ — $ 1,853,441
Voluntary Termination (10) $ 1,055,000 $ — $ — $ —
Change in Control (no termination) $ — $ — $ — $ —
Change in Control + Termination (9) $ 3,165,000 $ — $ — $ 1,853,441
Eugene A. Castagna
Termination Without Cause (10) $ 840,000 $ — $ — $ 1,478,966
Voluntary Termination (10) $ 840,000 $ — $ — $ —
Change in Control (no termination) $ — $ — $ — $ —
Change in Control + Termination (10) $ 840,000 $ — $ — $ 1,478,966
(1) Cash severance represents current salary continuation through June 30, 2010.
(2) Represents 50% of current salary payable for 10 years during the Senior Status Period.
(3) Represents the value of unvested outstanding stock options and restricted stock that would accelerate and vest on a termination
occurring on February28, 2009. In the case of stock options, the value is calculated by multiplying the number of shares underlying
each accelerated unvested stock option by the difference between the Per Share Closing Price and the per share exercise price. In the
case of restricted stock, the value is calculated by multiplying the number of shares of restricted stock that accelerate and vest by the
Per ShareClosing Price.
(4) Represents the estimated present value of continued health and welfare benefits and other perquisites for the life of the executive
and his spouse.
(5) Reflects executives’ vested account balances as of February 28, 2009.
(6) For Messrs. Eisenberg and Feinstein, represents the estimated present value of lifetime supplemental pension payments, commencing
at the conclusion of the Senior Status Period. For Mr. Temares, present value will be paid out 6 months following 1) termination
without cause or 2) any termination (including voluntarytermination) following a change in control.
(7) This amount will be paid on the last day of the following fiscal year.
(8) Based on their employment agreements, Messrs. Eisenberg and Feinstein are eligible to receive tax gross up payments in the event
that excise taxes aretriggered as a result of certain types of compensation payments, as defined under Code Section 280G, that may
become payable in connection with a change in control. However, no tax gross up payments are disclosed above since neither of these
executives would have been subject to excise taxes as a result of payments subject to Code Section 280G that would have been made
in connection with a change in control occurring on February 28, 2009.
(9) Cash severance represents three times current salary payable over a period of three years.
(10) Cash severance represents one times current salary payable over a period of one year.
BED BATH & BEYOND PROXY STATEMENT
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