Einstein Bros 2002 Annual Report Download - page 31

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http://www.sec.gov/Archives/edgar/data/949373/000104746903027186/a2116520z10-ka.htm[9/11/2014 10:14:22 AM]
Name and Principal Position
Year
Salary ($)
Bonus ($)
Other Annual
Compensation
($)
Restricted
Stock Awards
($)
Securities
Underlying
Options/SARs (#)
Anthony D. Wedo(1)
Chairman and Chief
Executive Officer
2002
2001
$
$
560,154
183,077
$
$
234,391
187,516
$
$
18,000
8,308
(2)
(2)
—
—
5,040,242
—(3)
Paul J.B. Murphy III(4)
Chief Operating Officer
2002
2001
$
$
320,192
161,538
$
$
150,000
187,516
$
$
—
—
—
—
—
—
R. Ramin Kamfar(5)
Former Chairman
2002
2001
2000
$
$
$
92,308
300,000
300,000
$
$
$
300,000
300,000
305,000
$
$
58,270
24,000
24,000
(6)
(2)(7)
(2)(7)
—
—
250,000
—
—
250,000
(1) We hired Mr. Wedo in July 2001.
(2) Represents a car allowance for the respective individuals.
(3) We were obligated to issue 3,077,035 options to Mr. Wedo under his original employment agreement. These options were never granted,
and in connection with his entering into an amended and restated employment agreement with us effective January 1, 2002, Mr. Wedo was
granted options as of December 6, 2002, to purchase 5,040,242 shares of Common Stock under the amended and restated employment
agreement.
(4) Mr. Murphy became an officer in June 2001 in connection with the Einstein Acquisition.
(5) Effective April 1, 2002, Mr. Kamfar resigned as an officer and director. In connection with his departure from us, we permitted
Mr. Kamfar to retain $1,445,000 previously paid to him, which amount is not included in the amounts set forth in the table. In addition,
one-half of Mr. Kamfar's options were cancelled when his employment with us ended, and the remainder terminated 90 days thereafter
pursuant to their terms.
(6) Represents payment for accrued vacation.
(7) In addition to Mr. Kamfar's car allowance, he had the use of a car paid for by us (beginning in August 2001, Mr. Kamfar had the use of a
second car paid for by us, the cost of which was reimbursed by us in 2002), and we reimbursed Mr. Kamfar for his garage expenses, tolls
and car repairs. The cost of the cars and such reimbursed expenses are not included in the amounts set forth in the table.
37
Stock Option Grants in Last Fiscal Year
Set forth below is information on grants of stock options for the Named Executive Officers for the year ended December 31, 2002. In addition,
as required by Securities and Exchange Commission rules, the table sets forth hypothetical gains that would exist for the shares subject to such
options based on assumed annual compounded rates of stock price appreciation during the option term.
OPTION GRANTS IN FISCAL 2002
Potential Realizable
Value At Assumed
Annual Rates of
Stock Price
Appreciation for
Option Term(1)
Number of
Securities
Underlying
Option
Granted
Percentage of
Total Options
Granted to
Employees in
Fiscal Year
Exercise
Price
($ per Share)
Expiration Date
5%(2)
10%(3)
Anthony D. Wedo 5,040,242 100% $ 0.26 January 1, 2012 $ 824,143 $ 2,088,540
Paul J.B. Murphy III — — — — — —
R. Ramin Kamfar — — — — — —