Bed, Bath and Beyond 2015 Annual Report Download - page 62

OTHER MATTERS
Certain Relationships and Related Transactions
The Company’s Audit Committee reviews and, if appropriate, approves transactions brought to the Committee’s attention in
which the Company is a participant and the amount involved exceeds $120,000, and in which, in general, beneficial owners of
more than 5% of the Company’s common stock, the Company’s directors, nominees for director, executive officers, and
members of their respective immediate families, have a direct or indirect material interest. The Committee’s responsibility with
respect to the review and approval of these transactions is set forth in the Audit Committee’s charter.
Martin Eisenberg is the Company’s Regional Vice President for the Northeast Region, with responsibilities in areas that include
store operations, merchandising, store design and product sourcing. For fiscal 2015, his salary was $525,872 and he received
other benefits consistent with his position and tenure, including a restricted stock award valued at $150,000, and an
automotive allowance and employer 401(k) match aggregating approximately $12,000. He has been employed by the
Company since 1977 and is the son of Warren Eisenberg, the Company’s Co-Chairman.
A brother-in-law of Arthur Stark, the Company’s President, earned in his capacity as a sales representative employed by Blue
Ridge Home Fashions commissions (aggregating approximately $284,000) on sales of merchandise in fiscal 2015 by Blue
Ridge Home Fashions to the Company in the amount of approximately $28.4 million. Additionally, a son-in-law of Mr. Stark is a
managing member and has a minority equity interest in Colordrift LLC which had aggregate sales of merchandise to the
Company of approximately $3.2 million in fiscal 2015. Colordrift LLC had a pre-existing sales relationship with the Company at
the time such managing member became Mr. Stark’s son-in-law, which was during the Company’s fiscal 2012 year.
Householding
Unless we have received contrary instructions, we are mailing one copy of the proxy materials (other than the proxy card) to
record holders who have the same address and last name. Such record holders will continue to receive separate proxy cards.
We refer to this practice as householding.
If you are a record holder who participates in householding and wish to receive separate copies of the proxy materials for the
2016 Annual Meeting or future Annual Meetings, then please contact the Secretary of the Company by writing to 650 Liberty
Avenue, Union, New Jersey 07083 or calling 908-688-0888. We will promptly deliver separate copies of the proxy materials for
the 2016 Annual Meeting upon receiving your request.
If you are a record holder who is eligible for householding and do not currently participate in the program but would like to, then
please contact the Secretary of the Company at the address or phone number indicated above.
If you are a beneficial owner, then please contact your stockbroker, bank or other holder of record to receive one or separate
copies of the proxy materials.
Next Year’s Annual Meeting
Proposals which shareholders intend to be eligible for inclusion in next year’s proxy statement under the SEC’s proxy rules
must be received by the Company no later than January 31, 2017. Such proposals can be sent to the Company at 650 Liberty
Avenue, Union, New Jersey 07083, Attn: Warren Eisenberg, Co-Chairman and Secretary.
In addition, under the Company’s Amended By-laws, any proposal for consideration at the 2017 Annual Meeting of
Shareholders submitted by a shareholder other than pursuant to Rule 14a-8 will be considered timely if it is received by the
Secretary of the Company at its principal executive offices at 650 Liberty Avenue, Union, New Jersey 07083 between the close
of business on March 3, 2017 and the close of business on April 3, 2017, and is otherwise in compliance with the requirements
set forth in the Company’s Amended By-laws. If the date of the 2017 Annual Meeting of Shareholders is more than 30 days
before or more than 60 days after the anniversary date of the 2016 Annual Meeting of Shareholders, notice must be received
not earlier than the close of business on the 120th day prior to the 2017 Annual Meeting of Shareholders and not later than the
close of business on the 90th day prior to the 2017 Annual Meeting of Shareholders, or if the first public announcement of the
date of the 2017 Annual Meeting of Shareholders is less than 100 days prior to the date of the 2017 Annual Meeting of
Shareholders, the 10th day following the date on which notice of the date of the meeting is given to shareholders or made
public, whichever occurs first.
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