Jack In The Box 2005 Annual Report Download - page 65

JACK IN THE BOX INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except per share data)
(continued)
10. STOCK-BASED EMPLOYEE COMPENSATION
We offer a stock-based compensation plan to attract, retain, and motivate key officers, non-employee directors, and
employees to work toward the financial success of the Company. The Amended and Restated 2004 Stock Incentive Plan
(the “2004 Plan”) and all other prior plans are administered by the Compensation Committee of the Board of Directors and
have been approved by the stockholders of the Company. As of November 2005, the 2004 Plan is the only plan under
which new awards may be issued. The 2002 Stock Incentive Plan (the “2002 Plan”) was retired in November 2005.
The 2004 Plan was adopted in February 2004, amended and restated in February 2005 to increase the share authorization
and provides for the issuance of up to 3,250,000 common shares in connection with the granting of stock options, stock
appreciation rights, restricted stock purchase rights, restricted stock bonuses, restricted stock units or performance units to
key employees and directors. No more than 650,000 shares may be granted under this plan as restricted stock or
performance-based awards.
There are four other plans under which we may no longer issue awards, although awards outstanding under these plans may
still vest and be exercised: the 1992 Employee Stock Incentive Plan (the “1992 Plan”); the 1993 Stock Option Plan (the
“1993 Plan”); the “2002 Plan”; and the Non-Employee Director Stock Option Plan (the “Director Plan”).
In January 1992, we adopted the1992 Plan which allowed eligible employees to annually receive stock options, restricted
stock and other various stock-based awards. Subject to certain adjustments, up to a maximum of 3,775,000 shares of
common stock may be sold or issued under the 1992 Plan.
In August 1993, we adopted the 1993 Plan which allowed eligible employees who did not receive stock options under the
1992 Plan to receive stock options with an aggregate exercise price equivalent to a percentage of their eligible earnings.
Approximately 3,000,000 shares of common stock may be sold or issued under the 1993 Plan.
In February 2002, we adopted the 2002 Plan which allowed eligible officers and other key employees to receive stock
options and incentive stock awards. Subject to certain adjustments, up to a maximum of 1,900,000 shares of common stock
may be sold or issued under the 2002 Plan.
In February 1995, we adopted the Director Plan which allowed any eligible non-employee director of Jack in the Box Inc.
or its subsidiaries to annually receive stock options. The actual number of shares that may be purchased under the option
was based on the relationship of a portion of each director’ s compensation to the fair market value of the common stock,
but was limited to a maximum of 10,000 shares annually. Subject to certain adjustments, up to a maximum of 650,000
shares of common stock may be sold or issued under the Director Plan.
The terms and conditions of the stock-based awards under the plans are determined by the Compensation Committee of the
Board of Directors on each award date and may include provisions for the exercise price, expirations, vesting, restriction on
sales and forfeiture, as applicable. Options granted under the plans have terms not exceeding 11 years, generally vest over
a 4-year period for employees and 6 months for directors, and provide for an option exercise price of not less than 100% of
the quoted market value of the common stock at the date of grant. As of October 2, 2005, 2,263,128 shares of common
stock were available for future issuance under the Company’ s equity compensation plans.
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