Staples 2003 Annual Report Download - page 28

1997 United Kingdom Savings Related Share Option Plan
In August 1997, the Board of Directors adopted the 1997 United Kingdom Savings Related Share Option Plan (the
“UK Savings Plan”), pursuant to which an aggregate of 1,125,000 shares of common stock may be issued to eligible United
Kingdom associates of the Company and its subsidiaries. The UK Savings Plan is designed to encourage eligible associates
to save money and purchase shares of Staples common stock at a discounted price. We filed the UK Savings Plan with the
SEC as an exhibit to our Annual Report on Form 10-K for the fiscal year ended February 1, 2003.
Each associate of our United Kingdom businesses, including an officer or director who is also an associate, is eligible
to participate in the UK Savings Plan, provided he or she (i) has been employed by us or any eligible subsidiary for at least
90 continuous days on the invitation date, and (ii) is designated by the Board of Directors as an eligible associate.
The UK Savings Plan, which is implemented through invitations, provides eligible United Kingdom associates with
the opportunity to make monthly deductions from their pay of between 5 British pounds and 250 British pounds over a three-
year period for investment in an interest bearing tax-free account. The associates’ savings are used to purchase options to
purchase Staples common stock at a discounted price equal to 15% less than the fair market value of Staples common stock
on the invitation date. At the end of the three-year period, associates have six months to decide whether to withdraw their
savings and guaranteed bonus in cash, purchase Staples common stock at the discounted price, or buy some Staples common
stock at the discounted price and keep some of the cash accumulation.
The UK Savings Plan is administered by our Board of Directors and the Compensation Committee of the Board of
Directors. The Board of Directors and the Compensation Committee have the authority to make rules and regulations for
the administration of the UK Savings Plan. Pursuant to the terms of the UK Savings Plan, the Board of Directors has appointed
the Compensation Committee to administer certain aspects of the UK Savings Plan. The Board of Directors may at any time
amend or terminate the UK Savings Plan as long as the amendment or termination does not prejudice the rights of any
participant without the prior consent of such participant. The UK Savings Plan contains provisions relating to the disposition
of options in the event of a change in control, reconstruction and winding up of the Company.
As of February 1, 2003, approximately 2,559 associates were eligible to participate in the UK Savings Plan, under which
options cannot be granted after August 2007. The purchase of shares under the UK Savings Plan is discretionary, and we cannot
determine the number of shares to be purchased in the future by any particular person or group.
International Employee Stock Purchase Plan
In March 2000, the Board of Directors adopted the International Employee Stock Purchase Plan (the “International
Purchase Plan”), pursuant to which an aggregate of 250,000 shares of Staples common stock may be issued to eligible non-
U.S. and non-Canadian associates of our subsidiaries. The International Purchase Plan, which is implemented through
offerings, each approximately six months in length (the Board of Directors may specify a shorter period, or a longer period
of twelve months or less), provides eligible associates with the opportunity to purchase shares of Staples common stock
at a discounted price. We filed the International Purchase Plan with the SEC as an exhibit to our Annual Report on Form
10-K for the fiscal year ended February 1, 2003.
Each non-U.S. or non-Canadian associate of the Company and its eligible subsidiaries, including an officer or director who
is also an associate, is eligible to participate in the International Purchase Plan, provided he or she (i) is employed by any eligible
subsidiary on the applicable offering commencement date, and (ii) has been employed by us or any eligible subsidiary for at least
three months prior to enrolling in the International Purchase Plan. An associate may elect to have up to a maximum of 10% withheld
from his or her annual base pay for purposes of purchasing shares under the International Purchase Plan, subject to certain
limitations on the maximum number of shares that may be purchased. The price at which shares may be purchased during each
offering will be the lower of (i) 85% of the fair market value of Staples common stock on the date that the offering commences
or (ii) 85% of the fair market value of Staples common stock on the date that the offering terminates.
The International Purchase Plan is administered by the Board of Directors of the Company and the Compensation
Committee of the Board of Directors. The Board of Directors and the Compensation Committee have the authority to make
rules and regulations for the administration of the International Purchase Plan. Pursuant to the terms of the International
Purchase Plan, the Board of Directors has appointed the Compensation Committee to administer certain aspects of the
International Purchase Plan. The Board of Directors may at any time terminate or amend the International Purchase Plan.
The International Purchase Plan contains provisions relating to the disposition of options in the event of certain mergers,
acquisitions and other extraordinary corporate transactions involving the Company.
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