Priceline 2010 Annual Report Download - page 34

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Priceline.com adds a cash match to its 401(k) plan for all participants, including those executive officers who
participate in the plan. Priceline.com matches 50% of the first 6% of compensation deferred as contributions.
The 401(k) match made to each of the U.S.-based named executive officers is reflected in the All Other
Compensation column on the Summary Compensation Table.
Perquisites
Priceline.com does not maintain any material perquisites or personal benefits for any of the named
executive officers, such as company planes, cars, security or financial services or country club memberships.
Other Matters
Stock Ownership Guidelines
Under the Company’s stock ownership guidelines, each named executive officer of the Company is
required to own the number of shares of the Company’s common stock indicated below. Mr. Mylod retired from
the Company on March 31, 2011, and is therefore not reflected in the table below.
Name
Number of Shares Required to be
Owned under the Company’s Stock
Ownership Guidelines – the Lesser of:
Number of Shares
Actually Owned
as of March 31, 2011(1)
Jeffery H. Boyd, President
and Chief Executive
Officer
15,000 shares or shares valued
at $5 million
221,260
Daniel J. Finnegan,
Chief Financial Officer
5,000 shares or shares valued at three (3)
times base salary
11,345
Kees Koolen,
Chief Executive Officer,
Booking.com B.V.
5,000 shares or shares valued at three (3)
times base salary
24,011
Peter J. Millones, General Counsel,
Corporate Secretary and Executive
Vice President
5,000 shares or shares valued at three (3)
times base salary
10,003
(1) See “Security Ownership of Certain Beneficial Owners and Management” on page 20 for full details
relating to actual stock ownership.
The Company’s stock ownership guidelines also set forth requirements for non-employee member of
the Board of Directors, which are set forth under “Director Compensation,” beginning on page 54. The
Company’s stock ownership guidelines are detailed in the Company’s Corporate Governance Principles, a copy
of which is available on the Investor Relations section of the Company’s website (www.priceline.com) under the
tab “Corporate Governance.”
Short-Selling Prohibition
The Company does not allow its executives to speculate in the Company’s stock, which includes, but is
not limited to, short selling (profiting if the market price of the securities decreases) and/or buying or selling
publicly traded options, including writing covered calls.
Pre-arranged trading plans
The Company encourages, but does not require, each of its executive officers to dispose of shares of the
Company’s common stock pursuant to a pre-arranged trading plan adopted in compliance with Rule 10b5-1
under the Securities Exchange Act of 1934 (a “10b5-1 Plan”). The Company has established guidelines for the
adoption and implementation of 10b5-1 Plans, including without limitation:
x A 10b5-1 Plan must be adopted during an open trading window.