GNC 2010 Annual Report Download - page 146

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Table of Contents
The Parent Compensation Committee determines stock option grant awards in accordance with the Named Executive Officer's
performance and level of position. The executive officer level positions within the company hierarchy are as follows: Chief Executive Officer,
President, Executive Vice President, Senior Vice President, and Vice President. All stock option grants to executive officers are determined by
the Parent Compensation Committee. Since January 2008, we have consistently applied the following ranges of stock option grants for
individuals at the executive officer level:
Chief Executive Officer: 1,000,000 shares (minimum level)
President: 750,000 shares (minimum level)
Executive Vice President: 300,000 to 350,000 shares
Senior Vice President: 70,000 to 135,000 shares
Vice President: 20,000 to 30,000 shares
Within a given range, the size of the stock option award is determined based on the executive officer's duties and the Company's interest in
attracting, retaining and providing significant incentives for the executive officer.
We seek to provide employees, including all executive officers, with overall compensation and incentive packages that are
commensurate with their respective functions and levels of seniority, and that are competitive within the retail industry. The Compensation
Committee has determined that the foregoing grant levels are appropriate within the overall compensation and incentive package applicable to
the various executive officer positions.
As the Chief Executive Officer and President are unique offices, each filled by a single individual, the Compensation Committee has
established minimum stock grant levels only. This enables the Compensation Committee to craft a total compensation package necessary to
recruit and retain top talent to attract and retain individuals at these levels. All other officer level positions have multiple individuals who share
the same title and level within the Company.
Stock option grant awards made at the time of the Merger were based, in part, on the length of service and performance of the Named
Executive Officer through the date of the Merger. Following the Merger, stock option grant awards have been made at or about the time that a
Named Executive Officer begins service with GNC. Since a Named Executive Officer generally has little or no record of service prior to
receiving stock option grant awards, elements of individual performance are not taken into account when making such stock option grant
awards. To the extent that the Compensation Committee or our Company Board determines, at a future date, that it is appropriate to grant
stock option awards to executive officers based on performance, the Compensation Committee or Company Board, as applicable, will establish
standards for making such awards at that time.
On May 14, 2009, the Compensation Committee approved a change to the exercise prices of non-qualified stock options to purchase
shares of Class A common stock of the Company, par value $0.001, that were previously granted to Mr. Nuzzo and certain other executives.
The Compensation Committee repriced the exercise prices in order to preserve the incentive intended to be afforded by the grant of stock
options, and such repricings were approved by stockholders. For more information, see "Summary Compensation Table — Option Repricing."
Benefits and Perquisites. We provide a fringe benefit package for our Named Executive Officers. Generally, our Named Executive
Officers are entitled to participate in, and to receive benefits under, any benefit plans, arrangements, or policies available to employees
generally or to our executive officers generally. The fringe benefits for our Chief Executive Officer and President were negotiated in connection
with their employment agreements and in some respects were set at a higher level as a matter of policy based on the position. The basic fringe
benefits package for our Named Executive 140