Energizer 2010 Annual Report Download - page 97

Exhibit 13
ENERGIZER HOLDINGS, INC.
(Dollars in millions, except per share and percentage data)
87
In October 2007, the Company granted RSE awards to certain employees which included
approximately 219,800 shares that vest ratably over four years and 11,000 that vested ratably
over two years. At the same time, the Company granted RSE awards to senior executives
totaling approximately 267,000 shares which vest as follows: 1) 25% of the total restricted stock
equivalents granted vested on the third anniversary of the date of grant; 2) the remainder of the
RSE did not vest because the Company performance target was not achieved.
In October 2008, the Company granted RSE awards to certain employees which included
approximately 265,200 shares that vest ratably over four years or upon death, disability or
change of control. At the same time, the Company granted RSE awards to senior executives
totaling approximately 374,600 which vest as follows: 1) 25% of the total restricted stock
equivalents granted vest on the third anniversary of the date of grant or upon death, disability or
change of control; 2) the remainder vests on the date that the Company publicly releases its
earnings for its 2011 fiscal year contingent upon the Company’s compound annual growth rate
for reported earnings per share (EPS CAGR) for the three year period ending on September 30,
2011. If an EPS CAGR of 15% is achieved, the remaining 75% of the grant vests, with smaller
percentages of the remaining 75% vesting if the Company achieves an EPS CAGR between 8%
and 15%. In addition, the terms of the performance awards provide that the awards vest upon
death, disability and in some instances upon change of control. The total performance award
expected to vest will be amortized over the vesting period.
In February 2009, the Company granted RSE awards to senior executives totaling approximately
296,000 shares. These awards were granted in lieu of (i) each executive’s continued
participation in the 2009 annual cash bonus program, (ii) his or her right to receive accruals
under the Company’s Supplemental Executive Retirement Plan (an excess pension plan) for
calendar year 2009, and (iii) his or her right to receive Company matching accruals under the
Company’s Executive Savings Investment Plan (an excess 401(k) plan) for the 2009 calendar
year. Vesting of the equivalents occurred on November 16, 2009, and the number of shares
vested, which was 142,466, was determined based on achievement of individual and Company
performance targets for the period from October 1, 2008 through September 30, 2009. The total
award which vested was amortized over the vesting period.
In October 2009, the Company granted RSE awards to certain employees which included
approximately 266,300 shares that vest ratably over four years or upon death, disability or
change of control. At the same time, the Company granted two RSE awards to senior
executives. One grant includes approximately 145,900 shares and vests on the third
anniversary of the date of grant or upon death, disability or change of control. The second grant
includes approximately 339,700 performance shares which vests on the date that the Company
publicly releases its earnings for its 2012 fiscal year contingent upon the Company’s EPS CAGR
for the three year period ending on September 30, 2012. Under the terms of the performance
award, 100% of the grant vests if a three year EPS CAGR of at least 12% is achieved, with
smaller percentages vesting if the Company achieves a three year EPS CAGR between 5% and
12%. In addition, the terms of the performance awards provide that the awards vest upon death,
disability and in some instances upon change of control. The total performance award expected
to vest is amortized over the vesting period.
The Company records estimated expense for the performance based grants based on the
cumulative program-to-date CAGR for each respective program unless evidence exists that a
different ultimate CAGR is likely to occur.