Bed, Bath and Beyond 2013 Annual Report Download - page 68

GRANTS OF PLAN BASED AWARDS
Grants of Stock Options and Restricted Stock Awards for Fiscal 2013
The following table sets forth information with respect to stock options granted and restricted stock awarded during fiscal
2013 to each of the named executive officers under the Company’s 2012 Incentive Compensation Plan (the ‘‘2012 Plan’’). The
Company did not grant any non-equity incentive plan awards in fiscal 2013.
Name Grant Date
All Other
Stock Awards:
Number of
Shares of Stock
or Units
(1)
(#)
All Other
Option Awards:
Number of
Securities
Underlying
Options
(1)
(#)
Exercise or
Base Price
of Option
Awards
(2)
($/Sh)
Closing
Market Price
on Date
of Grant
($/Sh)
Grant Date
Fair Value
of Stock and
Option Awards
(3)
($)
Warren Eisenberg 5/10/13 21,498 22,442 $69.775 $69.83 $ 2,000,042
Leonard Feinstein 5/10/13 21,498 22,442 $69.775 $69.83 $ 2,000,042
Steven H. Temares 5/10/13 96,740 302,956 $69.775 $69.83 $13,500,045
Arthur Stark 5/10/13 20,782 26,930 $69.775 $69.83 $ 2,050,078
Eugene A. Castagna 5/10/13 17,199 26,930 $69.775 $69.83 $ 1,800,074
2/26/14 3,683 — — $68.14 $ 250,066
Susan E. Lattmann 5/10/13 2,867 — — $69.83 $ 200,045
2/26/14 1,473 — — $68.14 $ 100,013
Matthew Fiorilli 5/10/13 17,199 26,930 $69.775 $69.83 $ 1,800,074
(1) Number of shares when converted from dollars to shares, which number is rounded up to the nearest whole share.
(2) The exercise price of option awards is the average of the high and low trading prices of the Company’s common stock on the date
of grant.
(3) Pursuant to the SEC rules, stock option awards are valued in accordance with ASC 718. See footnote 3 to the Summary
Compensation Table in this Proxy Statement.
Vesting of the restricted stock awards granted on May 10, 2013, to the named executive officers other than Ms. Lattmann,
depends on (i) the Company’s achievement of a performance-based test for the fiscal year of the grant, and (ii) assuming the
performance-based test is met, time vesting, subject in general to the executive remaining in the Company’s employ on
specific vesting dates. The performance-based test for fiscal 2013 was met. The performance test is designed to meet the
standard for performance-based compensation under the Code, so that restricted stock awards will be deductible
compensation for certain executives if their annual compensation exceeds $1,000,000. The vesting of the restricted stock
awards granted on May 10, 2013 to Ms. Lattmann depends solely on time vesting, subject in general to Ms. Lattmann
remaining in the Company’s employ on specific vesting dates.
Vesting of the restricted stock awards granted on February 26, 2014 in connection with the promotions of Mr. Castagna and
Ms. Lattmann depends solely on time vesting, subject in general to the executive remaining in the Company’s employ on
specific vesting dates.
The stock awards granted on May 10, 2013 to the named executive officers (other than Ms. Lattmann, who was not an
executive officer at the time), and the stock awards granted on February 26, 2014 time vest in five equal installments starting
on the first anniversary of the grant date. The stock awards granted to Ms. Lattmann on May 10, 2013 time vest in five equal
installments starting on the third anniversary of the grant date.
Vesting of stock option awards depends on time vesting, subject in general to the executive remaining in the Company’s
employ on specific vesting dates. The options granted in fiscal 2013 to Messrs. Eisenberg and Feinstein vest in three equal
installments starting on the first anniversary of the grant date. The options granted in fiscal 2013 to Messrs. Temares, Stark,
Castagna and Fiorilli vest in five equal installments starting on the first anniversary of the grant date. At the time of grant or
thereafter, option awards and underlying shares of common stock are not transferable other than by will or the laws of
descent and distribution, except as the Compensation Committee may permit.
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