Nordstrom 2013 Annual Report Download - page 54

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NOTE 13: STOCK-BASED COMPENSATION
We currently have three stock-based compensation plans: the 2010 Equity Incentive Plan (“2010 Plan”), our Employee Stock Purchase Plan
(“ESPP”) and the 2002 Nonemployee Director Stock Incentive Plan. Additionally, as part of our acquisition of HauteLook in 2011, we granted
awards from shares available that were not allocated to a specific plan.
In 2010, our shareholders approved the adoption of the 2010 Plan, which replaced the 2004 Equity Incentive Plan (“2004 Plan”). The 2010
Plan authorizes the grant of stock options, performance share units, restricted stock units, stock appreciation rights and both restricted and
unrestricted shares of common stock to employees. The aggregate number of shares to be issued under the 2010 Plan may not exceed 27.6
plus any shares currently outstanding under the 2004 Plan which are forfeited or which expire during the term of the 2010 Plan. No future
grants will be made under the 2004 Plan. As of February 1, 2014, we have 70.4 shares authorized, 36.5 shares issued and outstanding and
19.4 shares remaining available for future grants under the 2010 Plan.
Under the ESPP, employees may make payroll deductions of up to 10% of their base and bonus compensation. At the end of each six-month
offering period, participants may apply their accumulated payroll deductions toward the purchase of shares of our common stock at 90% of
the fair market value on the last day of the offer period. As of February 1, 2014, we had 12.6 shares authorized and 3.5 shares available for
issuance under the ESPP. We issued 0.3 shares under the ESPP during 2013. At the end of 2013 and 2012, we had current liabilities of $6
and $5, for future purchases of shares under the ESPP.
The 2002 Nonemployee Director Stock Incentive Plan authorizes the grant of stock awards to our nonemployee directors. These awards may
be deferred or issued in the form of restricted or unrestricted stock, non-qualified stock options or stock appreciation rights. As of February 1,
2014, we had 0.9 shares authorized and 0.5 shares available for issuance under this plan. In 2013, we deferred shares with a total expense
of less than $1.
The following table summarizes our stock-based compensation expense:
Fiscal year 2013 2012 2011
Stock options $44 $36 $32
HauteLook stock compensation 89 9
Performance share units —3 4
Employee stock purchase plan 22 2
Other 43 3
Total stock-based compensation expense, before income tax benefit 58 53 50
Income tax benefit (19) (17) (17)
Total stock-based compensation expense, net of income tax benefit $39 $36 $33
The stock-based compensation expense before income tax benefit was recorded in our Consolidated Statements of Earnings as follows:
Fiscal year 2013 2012 2011
Cost of sales and related buying and occupancy costs $15 $14 $12
Selling, general and administrative expenses 43 39 38
Total stock-based compensation expense, before income tax benefit $58 $53 $50
The benefits of tax deductions in excess of the compensation cost recognized for stock-based awards are classified as financing cash inflows
and are reflected as “Excess tax benefit from stock-based compensation” in the Consolidated Statements of Cash Flows.
Table of Contents
Nordstrom, Inc.
Notes to Consolidated Financial Statements
Dollar and share amounts in millions except per share, per option and unit amounts