Pottery Barn 2009 Annual Report Download - page 129

Change-of-Control Arrangements” beginning on page 40 for further discussion about modifications of awards made in connection with
Mr. Lester’s retirement.
(8) Represents the fair value of an award granted on May 2, 2008, plus the incremental fair value resulting from the subsequent modification
of the award on October 28, 2008 to remove a performance-based vesting criterion. The total fiscal 2008 fair value is calculated
as the sum of (i) $944,986, the grant date fair value of the award as of May 2, 2008, and (ii) $332,241, the incremental fair value of the
modified award, computed as of October 28, 2008, the modification date.
(9) Represents the fair value of an award granted on May 2, 2008, plus the incremental fair value resulting from the subsequent modification
of the award on October 28, 2008 to remove a performance-based vesting criterion. The total fiscal 2008 fair value is calculated
as the sum of (i) $471,996, the grant date fair value of the award as of May 2, 2008, and (ii) $165,946, the incremental fair value of the
modified award, computed as of October 28, 2008, the modification date.
(10) Represents the incremental fair value resulting from the modification of an award granted on January 6, 2006 and subsequently modified
on October 28, 2008 to remove a performance-based vesting criterion. The total fiscal 2008 incremental fair value is $1,416,000,
computed as of October 28, 2008, the modification date.
(11) Represents the fair value of an award granted on May 2, 2008, plus the incremental fair value resulting from the subsequent modification
of the award on October 28, 2008 to remove a performance-based vesting criterion. The total fiscal 2008 fair value is calculated
as the sum of (i) $377,994, the grant date fair value of the award as of May 2, 2008, and (ii) $132,896, the incremental fair value of the
modified award, computed as of October 28, 2008, the modification date.
(12) Restricted stock units were granted as part of the Williams-Sonoma, Inc. Equity Award Exchange, which was approved by shareholders
at the 2008 Annual Meeting and was completed during fiscal 2009. Mr. Harvey was not a named executive officer at the time that the
exchange program began and, accordingly, he was eligible to participate in the exchange program. The restricted stock units granted
pursuant to the exchange had a fair value equal to or less than the fair value of the exchanged eligible awards they replaced. As a result,
no incremental compensation cost was recognized in fiscal 2009 with respect to the grant of such restricted stock units, and no
incremental fair value is reportable in this table. Please see the “Grants of Plan-Based Awards” table on page 36 for further discussion
about these restricted stock unit grants.
Other Annual Compensation from Summary Compensation Table
The following table sets forth the compensation and benefits included under “All Other Compensation” in the
Summary Compensation table above.
Year(1)
Use of
Corporate
Aircraft(2)
Life
Insurance
Premiums(3)
Matching
Contribution
to the
401(k) Plan(4)
Car
Allowance
Executive
Medical
Supplement(5) Parking(6)
Dividend
Equivalent
Payments Total
W. Howard Lester .... 2009 $463,249 $8,652 $6,125 $6,000 — — — $484,026
2008 $675,772 $8,652 $5,750 $6,000 $2,500 $2,200 — $700,874
2007 $453,614 $8,818 $5,625 $6,500 $2,500 $2,450 — $479,507
Sharon L. McCollam . . . 2009 — $ 630 $6,125 $6,000 — — $72,000 $ 84,755
2008 — $ 630 $5,750 $6,000 $2,500 $2,200 $71,250 $ 88,330
2007 — $ 452 $5,625 $6,500 $2,500 $2,450 $66,750 $ 84,277
Laura J. Alber ....... 2009 — $ 381 $6,125 $6,000 — — $72,000 $ 84,506
2008 — $ 378 $5,750 $6,000 $2,500 $2,200 $71,250 $ 88,078
2007 — $ 443 $5,625 $6,500 $2,500 $2,450 $66,750 $ 84,268
Patrick J. Connolly . . . 2009 — $2,772 $6,125 $6,000 — — — $ 14,897
2008 — $2,772 $5,750 $6,000 $2,500 $2,200 — $ 19,222
2007 — $2,825 $5,625 $6,500 $2,500 $2,450 — $ 19,900
Richard Harvey ...... 2009 — $ 630 $6,125 $6,000 — — $19,200 $ 31,955
2008 — $ 436 $5,750 $6,000 $2,500 — $19,000 $ 33,686
2007 — $ 428 $5,625 $6,500 $2,500 — $17,800 $ 32,853
(1) The compensation reflected in the Other Annual Compensation Table for fiscal 2007 reflects a 53-week period.
(2) For personal use of our corporate aircraft. The value of personal aircraft usage reported above for each fiscal year is the aggregate
incremental cost to the company (including fuel, maintenance and certain fees and expenses) as determined and published from time
to time by Conklin & de Decker Associates, Inc. for each particular aircraft type utilized by the company, as well as a related foregone
corporate tax deduction.
(3) Premiums paid by us for term life insurance in excess of $50,000 for each fiscal year.
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Proxy