Radio Shack 2009 Annual Report Download - page 49

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42
information is incorporated by reference from the Proxy Statement for the 2010 Annual Meeting under the
heading “Section 16(a) Beneficial Ownership Reporting Compliance.” Information regarding our Financial
Code of Ethics is incorporated by reference from the Proxy Statement for the 2010 Annual Meeting under
the heading “Corporate Governance – Code of Conduct and Financial Code of Ethics.”
ITEM 11. EXECUTIVE COMPENSATION.
The information called for by this Item with respect to executive compensation is incorporated by reference
from the Proxy Statement for the 2010 Annual Meeting under the headings “Compensation Discussion and
Analysis,” “Executive Compensation,” “Non-Employee Director Compensation,” “Other Matters Involving
Executive Officers,” “Compensation Committee Interlocks and Insider Participation” and “Report of the
Management Development and Compensation Committee on Executive Compensation.”
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS.
The information called for by this Item with respect to security ownership of certain beneficial owners and
management is incorporated by reference from the Proxy Statement for the 2010 Annual Meeting under the
heading “Ownership of Securities.”
EQUITY COMPENSATION PLANS
The following table provides a summary of information as of December 31, 2009, relating to our equity
compensation plans in which our common stock is authorized for issuance.
Equity Compensation Plan Information
(Share amounts in thousands)
(a)
Number of shares to
be issued upon
exercise of
outstanding options,
warrants and rights
(b)
Weighted-average
exercise price of
outstanding options,
warrants and rights
(c)
Number of shares
remaining available for
future issuance under
equity compensation
plans (excluding
shares reflected in
column (a))
Equity compensation plans approved by
shareholders
(1)
4,941
(2)
$ 16.28
11,230
(3)
Equity compensation plans not approved by
shareholders
(4)
5,606
$ 23.43
--
Total 10,547 $ 20.28 11,230
(1) Includes the 1997 Incentive Stock Plan (“ISP”), the 2001 ISP, the 2004 Deferred Stock Unit Plan for Non-Employee
Directors, the 2007 Restricted Stock Plan (“RSP”), and the 2009 ISP. Refer to Note 7 - “Stock-Based Incentive Plans” of
our Notes to Consolidated Financial Statements for further information. The 1997 ISP expired on February 27, 2007, and
no further grants may be made under this plan. The 2001 ISP and the 2007 RSP terminated upon shareholder approval
of the 2009 ISP on May 21, 2009. No further grants may be made under the 2001 ISP or the 2007 RSP.
(2) This amount includes approximately 331,000 shares of restricted stock and approximately 179,000 deferred stock units.
(3) This amount includes approximately 736,000 deferred stock units.
(4) Includes the 1999 ISP and options granted as an inducement grant in connection with our Chief Executive Officer’s
employment with RadioShack in the third quarter of 2006. Refer to Note 7 for more information concerning the 1999 ISP
and the third quarter 2006 inducement grant. The 1999 ISP expired on February 23, 2009, and no further grants may be
made under this plan.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE.
The information called for by this Item with respect to certain relationships and transactions with
management and others is incorporated by reference from the Proxy Statement for the 2010 Annual
Meeting under the heading “Review and Approval of Transactions with Related Persons” and “Corporate
Governance - Director Independence.”