Chrysler 2009 Annual Report Download - page 315

FIAT S.P.A.
STATUTORY
FINANCIAL
STATEMENTS AT
31 DECEMBER
2009
NOTES
314
Stock Option plans linked to Fiat S.p.A. ordinary shares
The Board of Directors of Fiat S.p.A. approved certain stock option plans prior to 2002 which provided managers of the Group with the title of Direttore, high
management potential included in “management development programmes” and executive Directors of Fiat S.p.A. with the right to purchase a determined
number of Fiat S.p.A. ordinary shares at a fixed price (strike price). These rights may be exercised over a fixed period of time from the vesting date to the
expiry date of the plan. These stock option plans do not depend on any specific market conditions.
These options may generally be exercised once a three year period has passed from the grant date and for the following six years, consistent with tax law
on the subject; nonetheless, the full amount granted as options is not exercisable until the end of the fourth year.
The contractual terms of these plans are as follows:
Strike price Number of Vesting
Plan Recipient Grant date Expiry date (€) options granted Vesting date portion
Stock Option February Managers 27 February 2001 27 February 2009 24.853 785,000 27 February 2002 25%
2001 (expired) 27 February 2003 25%
27 February 2004 25%
27 February 2005 25%
Stock Option October Managers 31 October 2001 31 October 2009 16.526 5,417,500 31 October 2002 25%
2001 (expired) 31 October 2003 25%
31 October 2004 25%
31 October 2005 25%
Stock Option May Former Chairman of 14 May 2002 1 January 2010 12.699 1,000,000 1 January 2005 100%
2002 Fiat S.p.A.
Stock Option September Managers 12 September 2002 12 September 2010 10.397 6,100,000 12 September 2003 25%
2002 12 September 2004 25%
12 September 2005 25%
12 September 2006 25%
On 26 July 2004, the Board of Directors granted Sergio Marchionne, as a part of his variable compensation as Chief Executive Officer, options to
purchase 10,670,000 Fiat S.p.A. ordinary shares at a price of €6.583 per share, exercisable from 1 June 2008 to 1 January 2011. In each of the first
three years following the grant date, the CEO acquired the right to purchase, beginning 1 June 2008, a maximum of 2,370,000 shares annually. As of
1 June 2008, he also acquired the right to exercise, effective from that date, the remaining options on 3,560,000 shares as a result of predetermined
performance objectives for the reference period having been met. On 27 March 2009, Shareholders considered it significantly in the Group’s interest to
adopt changes which would reinstate the retention capability of the Plan, in particular through approval of a new vesting period which depended solely
on the CEO remaining in office, deferring exercise of these options until 1 January 2011 and extending the exercise period until 1 January 2016, with all
other conditions remaining unaltered.