Pep Boys 2006 Annual Report Download - page 18

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12
The table details the compensation paid to non-employee directors during the fiscal year ended February 3,
2006.
Director Compensation Table
Name
Fees Earned or
Paid in Cash
($)
Stock Awards
(Restricted Stock
Units)
($)
Option Awards
($)
Total
($)
William Leonard 45,000
(a)
33,750 11,250 90,000
M. Shân Atkins 75,000 33,750 11,250 120,000
Peter A. Bassi 62,500 33,750 11,250 107,500
Robert H. Hotz 75,000
(b)
33,750 11,250 120,000
Thomas R. Hudson, Jr. 44,583 38,373 12,791 95,747
Max L. Lukens 40,000 40,962 13,654 94,616
James A. Mitarotonda 50,000 40,962 13,654 104,616
Jane Scaccetti 65,000 33,750 11,250 110,000
John T. Sweetwood 65,000 33,750 11,250 110,000
Nick White 35,000 40,315 13,438 88,753
James A. Williams 35,000 40,962 13,654 79,616
(a) Mr. Leonard forwent his cash Director fees during the portion of fiscal 2006 when he served as Interim
CEO.
(b) Includes $25,000 paid to Mr. Hotz on account of his service as Lead Independent Director during the
portion of fiscal 2006 when Mr. Leonard served as Interim CEO.
Certain Relationships and Related Transactions
On August 2, 2006, the Company entered into an agreement with a group of investors led by Barington Capital
Group, L.P. Pursuant to the agreement, among other things:
•the Company increased the size of the Board from nine to ten directors
•Messrs. Lukens, Mitarotonda, White and Williams were appointed to the Board and its committees
•the 2006 Annual Meeting was scheduled
•the Company agreed to include each of Messrs. Lukens, Mitarotonda, White and Williams in the Board’s
slate of directors for election at the 2006 and 2007 Annual Meetings
•the Company made certain modifications to its Shareholder Rights Plan
•the Barington Group agreed not to nominate persons for election as directors at the 2006 Annual Meeting and
to abide by certain standstill provisions until the 2008 Annual Meeting
Mr. Mitarotonda is party to the agreement in his individual capacity. He is also the President and Chief
Executive Officer of Barington Capital Group, L.P. A copy of the agreement is on file with the SEC as an Exhibit
to the Company’s Current Report on Form 8-K filed on August 3, 2006.
On August 30, 2006, Company reached an agreement with Pirate Capital LLC pursuant to which:
•the Company increased the size of the Board from ten to eleven directors
•Mr. Hudson was appointed to the Board
•the Company agreed to include Mr. Hudson in the Board’s slate of directors for election at the 2006 Annual
Meeting
•Pirate Capital agreed not to nominate persons for election as directors at the 2006 Annual Meeting