Panera Bread 2009 Annual Report Download - page 24

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failure to provide meal and rest periods and termination compensation and violations of California’s Unfair
Competition Law. The complaint seeks, among other relief, collective and class certification of the lawsuit,
unspecified damages, costs and expenses, including attorneys’ fees, and such other relief as the Court might find
just and proper. We believe we and the other defendant have meritorious defenses to each of the claims in this
lawsuit and we are prepared to vigorously defend the lawsuit. There can be no assurance, however, that we will be
successful, and an adverse resolution of the lawsuit could have a material adverse effect on our consolidated
financial position and results of operations in the period in which the lawsuit is resolved. We are not presently able
to reasonably estimate potential losses, if any, related to the lawsuit and as such, have not recorded a liability in our
Consolidated Balance Sheets.
In addition, we are subject to other routine legal proceedings, claims and litigation in the ordinary course of its
business. Defending lawsuits requires significant management attention and financial resources and the outcome of
any litigation, including the matters described above, is inherently uncertain. We do not, however, currently expect
that the costs to resolve these routine matters will have a material adverse effect on our consolidated financial
position, results of operations or cash flows.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of security holders during the fourth quarter of the fiscal year ended
December 29, 2009.
PART II
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MAT-
TERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
Our Class A common stock is listed on The Nasdaq Global Select Market (“Nasdaq”) under the symbol
“PNRA.” There is no established public trading market for our Class B common stock. The following table sets
forth the high and low sale prices for our Class A common stock as reported by Nasdaq for the fiscal periods
indicated.
High Low High Low
December 29, 2009 December 30, 2008
FirstQuarter.................................... $58.03 $43.33 $44.20 $31.52
Second Quarter . ................................. $63.75 $49.62 $52.30 $41.02
ThirdQuarter ................................... $58.05 $48.59 $58.88 $43.64
Fourth Quarter . . ................................. $68.63 $53.24 $55.91 $36.36
On February 22, 2010, the last sale price for the Class A common stock, as reported on the Nasdaq Global
Select Market, was $72.82. As of February 22, 2010, we had approximately 2,043 holders of record of our Class A
common stock and approximately 39 holders of record of our Class B common stock.
Dividend Policy
We routinely evaluate various options for the use of our capital, including the potential issuance of dividends;
however, we have never paid cash dividends on our capital stock and do not have current plans to pay cash dividends
in 2010 as we currently intend to re-invest earnings in continued growth of our operations and our share repurchase
program, as discussed below.
Share Repurchase Program
On November 17, 2009, our Board of Directors approved a three year share repurchase program of up to
$600 million. The repurchases will be effected from time to time on the open market or in privately negotiated
transactions and we may make such repurchases under a Rule 10b5-1 Plan. Under the share repurchase program, we
repurchased a total of 27,429 shares of our Class A common stock at a weighted-average price of $62.98 per share
18