Macy's 2014 Annual Report Download - page 87

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
F-40
Stock Credits
The Company also had a stock credit plan. In 2008, key management personnel became eligible to earn a stock credit
grant over a two-year performance period ending January 30, 2010. There were a total of 836,268 stock credit awards
outstanding as of February 2, 2013, relating to the 2008 grant. In general, with respect to the stock credits awarded to
participants in 2008, the value of one-half of the stock credits earned plus reinvested dividend equivalents was paid in cash
in early 2012 and amounted to $28 million and the value of the other half of such earned stock credits plus reinvested
dividend equivalents was paid in cash in early 2013 and amounted to $32 million. Compensation expense for stock credit
awards was recorded on a straight-line basis primarily over the vesting period and was calculated based on the ending stock
price for each reporting period. There are no stock credit awards outstanding and no related liability under the stock credit
plans as of January 31, 2015 or February 1, 2014.
12. Shareholders’ Equity
The authorized shares of the Company consist of 125 million shares of preferred stock (“Preferred Stock”), par value
of $.01 per share, with no shares issued, and 1,000 million shares of Common Stock, par value of $.01 per share, with
379.6 million shares of Common Stock issued and 340.6 million shares of Common Stock outstanding at January 31, 2015,
and with 410.6 million shares of Common Stock issued and 364.9 million shares of Common Stock outstanding at
February 1, 2014 (with shares held in the Company’s treasury being treated as issued, but not outstanding).
The Company retired 31.0 million, 34.0 million and 42.7 million shares of Common Stock during 2014, 2013 and
2012, respectively.
The Company's board of directors approved an additional authorization to purchase Common Stock of $1,500
million on May 14, 2014. Combined with previous authorizations commencing in January 2000, the Company’s board of
directors has from time to time approved authorizations to purchase, in the aggregate, up to $15,000 million of Common
Stock. All authorizations are cumulative and do not have an expiration date. During 2014, the Company purchased
approximately 31.9 million shares of Common Stock under its share repurchase program for a total of $1,900 million.
During 2013, the Company purchased approximately 33.6 million shares of Common Stock under its share repurchase
program for a total of $1,570 million. During 2012, the Company purchased approximately 35.6 million shares of Common
Stock under its share repurchase program for a total of $1,350 million. As of January 31, 2015, $1,032 million of
authorization remained unused. The Company may continue or, from time to time, suspend repurchases of its shares under
its share repurchase program, depending on prevailing market conditions, alternative uses of capital and other factors.
Common Stock
The holders of the Common Stock are entitled to one vote for each share held of record on all matters submitted to a
vote of shareholders. Subject to preferential rights that may be applicable to any Preferred Stock, holders of Common
Stock are entitled to receive ratably such dividends as may be declared by the Board of Directors in its discretion, out of
funds legally available therefor.
Treasury Stock
Treasury stock contains shares repurchased under the share repurchase program, shares repurchased to cover
employee tax liabilities related to stock plan activity and shares maintained in a trust related to deferred compensation
plans. Under the deferred compensation plans, shares are maintained in a trust to cover the number estimated to be needed
for distribution on account of stock credits currently outstanding.