GNC 2010 Annual Report Download - page 169

Table of Contents
Richard D. Innes and Carmen Fortino were elected as directors to the Company Board effective July 17, 2007. Effective October 21,
2009, Mr. Innes resigned as a director of the Company Board.
On October 21, 2009, Michael Hines was elected a director to the Company Board effective October 21, 2009. In connection with his
election, the Compensation Committee granted Mr. Hines a non-qualified stock option to purchase 29,800 shares of Class A common stock of
the Company, par value $0.001 at an exercise price of $8.42 per share, and 29,800 options to purchase shares of such common stock at an
exercise price of $12.63 per share. Each stock option (i) has a term of 10 years from the election date and (ii) becomes vested and exercisable
in five equal installments on each anniversary of the election date, subject to Mr. Hines' continued service as a director until the applicable
vesting date.
Mr. Fortunato and Ms. Kaplan serve as members of the Company Board, but neither receives any compensation for serving as a director.
Change in
Pension Value
and Non-
Fees Non-Equity qualified
Earned or Incentive Deferred
Paid in Stock Option Plan Compensation All other
Cash Awards Awards Compensation Earnings Compensation Total
Name ($) ($) ($)1,2 ($) ($) ($) ($)
Norman Axelrod 200,000 — — — — — 200,000
Richard D. Innes 40,0003 — — — — — 40,000
Carmen Fortino 40,0003 — — — — — 40,000
Michael Hines 10,000 — 185,356 — — — 195,356
(1) Reflects the aggregate grant date fair value of option awards granted during the fiscal year ended December 31, 2009 computed in
accordance with FASB ASC Topic 718. For additional information, see Note 18 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, 2009. The amounts reflect the accounting expense for these awards and do not correspond to the actual value that may be
recognized by such persons with respect to these awards. The grant date fair value was $3.11 per share, calculated in accordance with
FASB ASC Topic 718.
(2) The table below sets forth information regarding exercisable and unexercisable stock options granted to the listed directors and held as of
March 1, 2010. No other stock awards were made to the directors, and no stock options were exercised by the directors in 2009.
Option Awards Outstanding on March 1, 2010
Name Exercisable Unexercisable
Norman Axelrod 146,156 219,236
Richard D. Innes — —
Carmen Fortino 14,470 21,706
Michael Hines — 29,800
(3) Messrs, Innes and Fortino each received payment in Canadian Dollars in the amount of CAN $46,569. The amount set forth in the table
above reflect such amounts reflected in U.S. Dollars based on an average conversion rate of 1.164.
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