Pottery Barn 2010 Annual Report Download - page 138

The following table sets forth information as of January 30, 2011 with respect to awards granted during fiscal
2010 under the 2001 Long-Term Incentive Plan to the named executive officers, all current executive officers as
a group and all employees and consultants (including all current executive officers who are not named executive
officers) as a group under the plan.
Williams-Sonoma, Inc. 2001 Long-Term Incentive Plan
Options Stock Appreciation Rights
Restricted Stock or
Restricted Stock Units
Name and Position
# of Shares
Subject to
Options
Granted (#)
Average
Exercise
Price ($)
# of Shares
Subject to
SARs
Granted (#)
Average
Exercise Price
($)
#of
Shares/Units
Granted (#)
Dollar
Value ($)(1)
Named Executive Officers:
Laura J. Alber .................. — — 200,000 $27.72 280,000 $ 9,055,200
W. Howard Lester(2) ............ — — — — 125,000 $ 4,042,500
Sharon L. McCollam ............. — — 150,000 $27.72 210,000 $ 6,791,400
Patrick J. Connolly .............. — — 9,375 $27.72 11,250 $ 363,825
Richard Harvey ................. — — — — 25,000 $ 808,500
Seth R. Jaffe ................... — — — — 10,750 $ 347,655
All current executive officers as a group
(five persons) ..................... — — 359,375 $27.72 537,000 $17,366,580
All current non-employee directors as a
group (seven persons) .............. — — — — 28,771 $ 930,454
Each other person who has received more
than 5% of the options, warrants or
other rights under the plan .......... — — — — — —
All employees, including all current
officers who are not executive officers
or directors, as a group 106 persons) . . — — 10,000 $30.70 652,987 $21,117,600
TOTAL:........................... — — 369,375 $27.80 1,343,758 $43,457,134
(1) Value is based on a stock price of $32.34, the closing price of our common stock on January 28, 2011, the
last business day of fiscal 2010.
(2) Mr. Lester was granted an award to receive restricted stock units and cash units on May 26, 2010, in
exchange for consulting services provided by Mr. Lester pursuant to the Retirement and Consulting
Agreement entered into in connection with his retirement. Each unit of the award entitled Mr. Lester to
receive one share of the company’s common stock and a cash payment equal to the fair market value of one
share of the company’s common stock on the applicable vesting date. The units vested in monthly
installments throughout the period over which Mr. Lester provided such consulting services. The Retirement
and Consulting Agreement provided for the cash to be paid and the shares underlying such award to be
issued on December 31 of each year. Upon Mr. Lester’s death in November 2010, a total of 20,835
restricted stock and cash units had vested, which entitled Mr. Lester’s estate to receive (i) 20,835 shares,
with a fair market value on the date prior to issuance of $751,518, and (ii) a cash payment equal to
$592,839, which represents the fair market value of each vested share on the applicable vesting date. The
remainder of such award was automatically forfeited upon Mr. Lester’s death. Please see the section titled
“Employment Contracts and Termination of Employment and Change-of-Control Arrangements” beginning
on page 56 for further discussion about this award.
Why do we recommend that the 2001 Long-Term Incentive Plan be amended and restated and its material
terms approved?
We believe that the amended and restated plan and the approval of its material terms are essential to our
continued success. Our employees are our most valuable asset. Equity awards such as those provided under the
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