Chipotle 2013 Annual Report Download - page 134

Download and view the complete annual report

Please find page 134 of the 2013 Chipotle annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 164

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160
  • 161
  • 162
  • 163
  • 164

McDonald’s Excess Non-Qualified Plan and Non-Qualified Supplemental Plan
Prior to our separation from McDonald’s in October 2006, our executive officers and other key employees
were permitted to participate in non-qualified deferred compensation plans maintained by McDonald’s. These
plans provided substantially similar benefits to participants as our Supplemental Deferred Investment Plan,
except that the investment and distribution options in the McDonald’s plans are different than those in our plan.
Effective with our separation from McDonald’s, our employees’ service with McDonald’s was deemed to have
terminated, and the balances in these plans were distributed in accordance with each participant’s distribution
elections. Our employees are no longer permitted to contribute to these plans, but the balances remaining in the
plans in respect of our executive officers are attributable in part to service as one of our employees.
The table below presents, for Mr. Hartung, our only executive officer with a balance remaining in any
McDonald’s non-qualified deferred compensation plan, his aggregate earnings under and aggregate withdrawals
from the McDonald’s plans during 2013, as well as his aggregate ending balance in the plans as of December 31,
2013.
Name
Executive
Contributions
in Last FY
Registrant
Contributions
in Last FY
Aggregate
Earnings
in Last FY (1)
Aggregate
Withdrawals/
Distributions
Aggregate
Balance
at Last FYE (2)
Jack Hartung ..................... — $89,018 $342,313 $1,065,456
(1) This amount is not reported as compensation in the Summary Compensation Table because none of the
earnings are “above market” as defined in SEC rules.
(2) This amount includes amounts previously reported in the Summary Compensation Table as “Salary” or “All
Other Compensation” for 2006 (ignoring for purposes of this footnote any investment losses on balances in
the plans), in the amounts of $140,647.
POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE-IN-CONTROL
We have not entered into written employment, change-in-control, severance or similar agreements with any
of our employees, including our executive officers. Accordingly, we do not have any written agreements
requiring that we make post-employment severance payments to the executive officers in the event their
employment terminates. In addition, payouts under the AIP are conditioned on the employee being employed as
of the payout date. We have in the past paid severance to executives or other key employees who have left us,
and we may negotiate individual severance arrangements with any executive officer whose employment with us
terminates, depending on the circumstances of the executive’s termination. In connection with Mr. Blessing’s
retirement in 2013, we agreed to pay him his 2013 AIP bonus, pro-rated for the portion of the year prior to his
retirement. The amount of this bonus totaled $286,568.
62
Proxy Statement