Quest Diagnostics 2010 Annual Report Download - page 41

Download and view the complete annual report

Please find page 41 of the 2010 Quest Diagnostics 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.

Page out of 114

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114

(4) Does not include options to purchase an aggregate of 176,844 shares, at a weighted average exercise price of
$16.73, granted under a plan assumed in connection with the Company’s acquisition of AmeriPath Group
Holdings, Inc. Also does not include options to purchase an aggregate of 19,072 shares, at a weighted
average exercise price of $27.52, granted under a plan assumed in connection with the Company’s acquisition
of Unilab Corporation. No additional options may be granted under either plan.
(5) Includes 877,635 restricted shares and restricted share units and 2,371,320 performance shares (performance
shares for performance periods ending on or subsequent to December 31, 2010 are based on the assumption
that awards are earned at maximum rather than target levels).
(6) A maximum of 2,682,354 shares were available under the plan for future awards of performance shares,
restricted shares or restricted share units (assuming that outstanding performance share awards for
performance periods ending on or subsequent to December 31, 2010 are earned based on maximum rather
than target levels).
(7) After giving effect to shares issued in January 2011 for the December 2010 payroll under the Employee
Stock Purchase Plan.
Information regarding security ownership of certain beneficial owners and management appearing in our
Proxy Statement under the caption “Stock Ownership Information” is incorporated by reference herein.
Item 13. Certain Relationships and Related Transactions, and Director Independence
Information regarding certain relationships and related transactions appearing in our Proxy Statement under
the captions “Information about our Corporate Governance – Related Person Transactions” and “Information
about our Corporate Governance – Director Independence” is incorporated by reference herein.
Item 14. Principal Accounting Fees and Services
Information regarding principal accountant fees and services appearing in our Proxy Statement under the
caption “Proposal No. 2 – Ratification of Appointment of the Company’s Independent Registered Public
Accounting Firm” (excluding the information under the subheading “Report of the Audit and Finance
Committee”) is incorporated by reference herein.
38