Pizza Hut 2008 Annual Report Download - page 97

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restricted stock units. Employees, other than executive officers, are eligible to receive awards under the
SharePower Plan. The SharePower Plan is administered by the Compensation Committee of the Board of
Directors. The exercise price of a stock or SAR option grant under the SharePower Plan may not be less
than the closing price of our stock on the date of the grant and no option or SAR may have a term of more
than ten years. The options that are currently outstanding under the SharePower Plan generally vest over a
one to four year period beginning on the date of grant. The SharePower Plan was originally approved by
PepsiCo, Inc. as the sole shareholder of the Company in 1997, prior to the spin-off of the Company from
PepsiCo, Inc. on October 6, 1997.
What are the key features of the RGM Plan?
The RGM Plan provides for the issuance of up to 30,000,000 shares of common stock at a price equal
to or greater than the closing price of our stock on the date of grant. The RGM Plan allows us to award
non-qualified stock options, stock appreciation rights, restricted stock and restricted stock units.
Employees, other than executive officers, are eligible to receive awards under the RGM Plan. The purpose
of the RGM Plan is (i) to give restaurant general managers (‘RGMs‘) the opportunity to become owners of
stock, (ii) to align the interests of RGMs with those of YUM’s other shareholders, (iii) to emphasize that
the RGM is YUM’s #1 leader, and (iv) to reward the performance of RGMs. In addition, the Plan
provides incentives to Area Coaches, Franchise Business Leaders and other supervisory field operation
positions that support RGMs and have profit and loss responsibilities within a defined region or area.
While all non-executive officer employees are eligible to receive awards under the RGM plan, all awards
granted have been to RGMs or their direct supervisors in the field. Grants to RGMs generally have four
year vesting and expire after ten years. The RGM Plan is administered by the Compensation Committee of
the Board of Directors, and the Compensation Committee has delegated its responsibilities to the Chief
People Officer of the Company. The Board of Directors approved the RGM Plan on January 20, 1998.
Proxy Statement
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