GNC 2008 Annual Report Download - page 144

Table of Contents
(1) The amounts shown in the columns under "Estimated Possible Payouts under Non-equity Incentive Plan Awards" represent the threshold,
target and maximum potential amounts that might have been payable based on the targets approved for the 2007 Named Executive
Officers under the 2007 Incentive Plan. See "Compensation Discussion and Analysis—How We Chose Amounts and/or Formulas for
Each Element" for more information regarding the thresholds under the 2007 Incentive Plan. See —Summary Compensation Table—
Non-Equity Incentive Plan Compensation and footnote 3 to the Summary Compensation Table for information regarding the actual
amounts to be paid in March 2008 to the 2007 Named Executive Officers under the 2007 Incentive Plan.
(2) Time-based stock option awards made under the 2007 Stock Plan, which awards vest subject to continuing employment in five equal
annual installments commencing on the first anniversary of the date of grant, except for the stock options granted to Mr. Fortunato which
vest in four equal annual installments commencing on the first anniversary of the date of grant.
(3) Stock options granted on March 16, 2007, are equally divided between non-qualified options granted at an exercise price of $5.00 per
share, which is 100% of the purchase price per share in connection with all of the equity contributions to fund a portion of the Merger, and
non-qualified options granted at an exercise price of $7.50, which is 150% of that purchase price in the Merger.
(4) These amounts are valued based on the aggregate grant date fair value of the award determined in accordance with FAS 123R. For
additional information, see Note 19 under the heading "Stock-Based Compensation Plans" of the Notes to Consolidated Financial
Statements included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2007. The amounts reflect
the accounting expense for these awards and do not correspond to actual value that may be recognized by such persons with respect to
these awards.
(5) Mr. Larrimer's unvested stock options were forfeited in connection with the termination of his employment effective December 31, 2007.
(6) In connection with the termination of his employment effective September 30, 2007, (i) Mr. Weintrub forfeited the opportunity to receive an
annual incentive award under the 2007 Incentive Plan that was granted to him on June 20, 2007, and (ii) Mr. Weintrub's unvested stock
options were forfeited.
Outstanding Equity Awards at Fiscal Year-End
The table below sets forth information regarding exercisable and unexercisable option awards granted to the 2007 Named Executive
Officers under our 2007 Stock Plan and held as of the end of 2007. No stock options were exercised in 2007.
140