Pottery Barn 2006 Annual Report Download - page 100
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Please find page 100 of the 2006 Pottery Barn 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.-
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purchase 13,500 shares of our common stock upon the non-employee director’s initial election to our Board. We
also granted to each non-employee director on the date of the Annual Meeting an option to purchase 12,500
shares of our common stock (so long as the non-employee director had been serving on our Board for at least
three months). We also annually granted to the chairperson of the Audit and Finance Committee an option to
purchase 3,000 shares of our common stock and to the chairpersons of the Compensation Committee and the
Nominations and Corporate Governance Committee an option to purchase 1,000 shares of our common stock.
The exercise price of these options is equal to the closing price of our common stock on the trading day prior to
the grant date. These options granted to our non-employee directors and committee chairpersons generally vest
one year from the date of grant.
Beginning with the 2007 Annual Meeting, we intend to make the following equity grants to non-employee
directors as compensation for their service on our Board or Board committees:
Stock-Settled Stock Appreciation Rights(1) Restricted Stock Units
Initial Election to the Board .................... 6,750 2,250
Annual Grant for Board Service(2) .............. 6,250 2,100
Annual Grant to Chairperson of the Audit and
Finance Committee ........................ 1,500 500
Annual Grant to Chairperson of the Compensation
Committee ............................... 500 200
Annual Grant to Chairperson of the Nominations
and Corporate Governance Committee ......... 500 200
(1) Exercise price of these stock-settled stock appreciation rights is equal to the closing price of the Company’s
common stock on the trading day prior to the grant date.
(2) Awarded on the date of the Annual Meeting so long as the non-employee director has been serving on the
Board for at least three months.
In addition to the equity awards described above, we reimburse travel expenses related to attending Board,
committee or our business meetings and offer discounts on our merchandise to all non-employee directors and
their spouses.
The Board has also approved a share ownership policy for non-employee directors. Each non-management
director must, within five years of the 2007 Annual Meeting (or within five years of joining the Board for
directors elected after this annual meeting), hold a number of shares of company stock equal to at least three
times the number of Restricted Stock Units (RSUs) that the director receives annually, excluding any RSUs
received for service on a Board committee. The share ownership requirement may be filled by shares held
outright by the director (or immediate family member in the household), shares held in trust for the benefit of the
director (or immediate family member in the household), or RSUs granted by the company and held by the
director.
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