Panera Bread 2015 Annual Report Download - page 78

Download and view the complete annual report

Please find page 78 of the 2015 Panera Bread annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 96

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96

PANERA BREAD COMPANY
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
68
The following tables summarize changes in accumulated other comprehensive income (loss), net of tax, for fiscal 2015 and fiscal
2014 (in thousands):
Foreign Currency
Translation
Adjustment
Cash Flow Hedging
Instruments Total
December 29, 2015
Net gains (losses), beginning of period . . . . . . . . . . . . . . $ (1,360)$ — $ (1,360)
Net gains (losses) recognized before reclassification . . (2,126)(1,543)(3,669)
Net gains (losses) reclassified to earnings . . . . . . . . . . — — —
Other comprehensive income (loss), net of tax . . . . . . . . (2,126)(1,543)(3,669)
Net gains (losses), end of period. . . . . . . . . . . . . . . . . . . $ (3,486)$ (1,543)$ (5,029)
December 30, 2014
Net gains (losses), beginning of period . . . . . . . . . . . . . . $ (333)$ — $ (333)
Net gains (losses) recognized before reclassification . . (1,027)—
(1,027)
Net gains (losses) reclassified to earnings . . . . . . . . . . — — —
Other comprehensive income (loss), net of tax . . . . . . . . (1,027)—
(1,027)
Net gains (losses), end of period. . . . . . . . . . . . . . . . . . . $ (1,360)$ — $ (1,360)
17. Stock-Based Compensation
As of December 29, 2015, the Company had one active stock-based compensation plan, the 2015 Stock Incentive Plan (the “2015
Plan”), and had incentive stock options, non-statutory stock options and stock settled appreciation rights (collectively “option
awards”) and restricted stock outstanding (but can make no future grants) under three other stock-based compensation plans, the
1992 Equity Incentive Plan (the “1992 Plan”), the 2006 Stock Incentive plan (the "2006 Plan"), and the 2001 Employee, Director,
and Consultant Stock Option Plan (the “2001 Plan”).
2015 Stock Incentive Plan
In fiscal 2015, the Company’s Board of Directors adopted the 2015 Plan, which was approved by the Company’s stockholders in
May 2015. The 2015 Plan provides for the grant of up to 1,750,000 shares of the Company’s Class A common stock (subject to
adjustment in the event of stock splits or other similar events) as option awards, restricted stock, restricted stock units, and other
stock-based awards. As a result of stockholder approval of the 2015 Plan, effective as of May 21, 2015, the Company will grant
no further stock options, restricted stock or other awards under the 2006 Plan. The Company’s Board of Directors administers
the 2015 Plan and has sole discretion to grant awards under the 2015 Plan. The Company’s Board of Directors has delegated the
authority to grant awards under the 2015 Plan, other than to the Company’s Chairman of the Board and Chief Executive Officer,
to the Company’s Compensation and Management Development Committee (the “Compensation Committee”).
Long-Term Incentive Program
In fiscal 2005, the Company adopted the 2005 Long Term Incentive Plan (the “2005 LTIP”) as a sub-plan under the 2001 Employee,
Director, and Consultant Stock Option Plan (the “2001 Plan”) and the 1992 Equity Incentive Plan (the “1992 Plan”). In May 2006,
the Company amended the 2005 LTIP to provide that the 2005 LTIP is a sub-plan under the 2006 Plan. In August 2015, the
Company further amended the 2005 LTIP to provide that the 2005 LTIP is a sub-plan under the 2015 Plan. Under the amended
2005 LTIP, certain directors, officers, employees, and consultants, subject to approval by the Compensation Committee, may be
selected as participants eligible to receive a percentage of their annual salary in future years, subject to the terms of the 2006 Plan.
This percentage is based on the participant's level in the Company. In addition, the payment of this incentive can be made in
several forms based on the participant's level including performance awards (payable in cash or common stock or some combination
of cash and common stock as determined by the Compensation Committee), restricted stock, choice awards of restricted stock
and/or stock settled appreciation rights (“SSARs”) (or, if determined by the Compensation Committee, stock options), or deferred
annual bonus match awards. The Compensation Committee may consider the Company’s performance relative to the performance
of its peers in determining the payout of performance awards, as further discussed below.
For fiscal 2015, fiscal 2014 and fiscal 2013, compensation expense related to performance awards, restricted stock, options, SSARs,
and deferred annual bonus match was $16.4 million, $11.1 million, and $16.0 million, net of capitalized compensation expense
of $1.5 million, $1.1 million, and $0.9 million, respectively.