Bed, Bath and Beyond 2011 Annual Report Download - page 48

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BED BATH & BEYOND PROXY STATEMENT
46
Methodology
Under the direction of the Compensation Committee, the compensation review in each year included a peer group
competitive market review and total compensation recommendations by JFR.
The methodology used by JFR included reviewing available data based on the Company’s industry, revenue size and financial
performance, as well as data from companies from various industries with a chairman among its named executive officers who is
also a founder in light of the fact that the Company’s Co-Chairmen are its Co-Founders. The peer group developed by JFR, upon
which it based its recommendations for fiscal 2011, consists of 18 companies that are the Company’s direct competitors, retailing
companies of similar size or retailing companies with founders/chairmen positions. This peer group consists of the following
companies:
Barnes & Noble, Inc. Pier 1 Imports, Inc.
The Bon-Ton Stores, Inc. Retail Ventures, Inc.
Dillard’s, Inc. Ross Stores, Inc.
Family Dollar Stores, Inc. Saks Incorporated
Jones Apparel Group, Inc. Starbucks Corporation
Kohl’s Corporation Stein Mart, Inc.
Macy’s, Inc. Target Corporation
Nordstrom, Inc. The TJX Companies, Inc.
J.C. Penney Company, Inc. Williams-Sonoma, Inc.
The peer group analyses prepared by JFR used public company proxy statements, third party industry compensation surveys and
other publicly available information.
The Compensation Committee solicits input from the Co-Chairmen when considering decisions concerning the compensation
of the Chief Executive Officer, and solicits input from the Co-Chairmen and the Chief Executive Officer when considering
decisions concerning the compensation of the other named executive officers and any other executive whose compensation
the Compensation Committee determines. In connection with its determinations, in fiscal 2011, the Compensation Committee
consulted with the Co-Chairmen, who are the Co-Founders of the Company and who have been continuously involved in the
affairs of the Company since its organization in 1971, with respect to the recommendations of JFR regarding the compensation
package of the Chief Executive Officer. The Compensation Committee also received and reviewed the recommendations of
the Co-Chairmen and Chief Executive Officer regarding the salary and equity compensation awards for the other named
executive officers and certain other executives for fiscal 2011. The compensation approved by the Compensation Committee
for each of Messrs. Eisenberg, Feinstein and Temares for fiscal 2011 was determined by the Compensation Committee taking
into account recommendations of and certain data received from JFR and, in the case of Mr. Temares, the recommendations of
the Co-Chairmen. The compensation approved by the Compensation Committee for the named executive officers, other than
the Co-Chairmen and Mr. Temares, for fiscal 2011 was determined by the Compensation Committee, taking into account the
recommendations of the Co-Chairmen, Chief Executive Officer and JFR and certain data the Compensation Committee requested
from JFR.
In making its determinations for fiscal 2011, the Compensation Committee engaged JFR to conduct a compensation review
for all executive officers, including the named executive officers and for certain other executives. Under the direction of the
Compensation Committee and in connection with this review, JFR benchmarked the named executive officers’ total compensation
and separately their cash compensation against data from the 18 company peer group. JFR performed a compensation study that
relied on the compensation analysis conducted in 2010, and included additional market data from surveys and proxies. In light
of the Company’s continued strong financial results for fiscal 2010, particularly in light of the Company’s ranking first among
its peer group companies based upon net income as a percentage of sales, the Compensation Committee determined, early in
fiscal 2011, that all of the executive officers of the Company, other than the Co-Chairmen, should receive increases in their total
compensation packages for fiscal 2011.
Elements of Compensation
The Company seeks to provide total compensation packages to its associates, including its named executive officers, which
implement its compensation philosophy. The components of the Company’s compensation programs are base salary, equity