Staples 2004 Annual Report Download - page 45

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(18) Reflects an award of 62,700 shares of PARS to Mr. Anderson at a per share value of $9.0266. 2,700 of these
shares were granted to Mr. Anderson for service as an Outside Director in fiscal year 2001 prior to becoming an
executive officer of the Company. As of January 29, 2005, these restricted shares owned by Mr. Anderson had a
total value of $1,343,447. See ‘‘Performance Accelerated Restricted Stock Awards.’’
(19) 13,500 of these shares were granted to Mr. Anderson for service as an Outside Director in fiscal year 2001 prior
to becoming an executive officer of the Company.
(20) Reflects an award of 37,500 shares of PARS to Mr. Doody at a per share value of $19.7933. As of January 29,
2005, these restricted shares owned by Mr. Doody had a total value of $803,497. As of January 29, 2005, the
aggregate value of the 157,500 shares of unvested restricted stock held by Mr. Doody had a total value of
$3,374,689. See ‘‘Performance Accelerated Restricted Stock Awards.’’
(21) Reflects $42,716 and $41,977 for Executive Life Insurance premiums that we paid in 2004 and 2003, respectively.
Also reflects $504 paid in 2004 for Long Term Care Insurance premiums. Also reflects $16,866, $11,052 and
$9,951 that we contributed on a matching basis pursuant to the terms of our 401(k) and Supplemental Executive
Retirement Plans for 2004, 2003 and 2002, respectively. Also reflects $6,491 and $8,492 for split dollar insurance
premiums we paid in 2004 and 2002.
(22) Reflects an award of 37,500 shares of PARS to Mr. Doody at a per share value of $17.3733 and an award of
45,000 shares of Restricted Stock at a per share value of $17.5466. As of January 29, 2005, these restricted shares
owned by Mr. Doody had a combined total value of $1,767,694. See ‘‘Performance Accelerated Restricted Stock
Awards.’’
(23) Reflects an award of 37,500 shares of PARS to Mr. Doody at a per share value of $9.0266. As of January 29, 2005,
these restricted shares owned by Mr. Doody had a total value of $803,497. See ‘‘Performance Accelerated
Restricted Stock Awards.’’
Performance Accelerated Restricted Stock (‘‘PARS’’) Awards
In order to maintain our high risk-high reward philosophy, the Compensation Committee adopted, as part of the
2004 Stock Incentive Program and the Amended and Restated 1992 Equity Incentive Plan, a PARS program (the
‘‘Program’’) for certain key executives. Under the Program, shares of Staples common stock are granted to executives
in consideration for services. The shares are ‘‘restricted’’ in that they may not be sold or transferred by the executive,
other than for limited estate planning purposes, until they ‘‘vest.’’ PARS vest after five years subject to 100%
accelerated vesting in year two, three or four if we achieve certain compound annual earnings share growth. Our
PARS issued in fiscal 2004 will vest in full in March 2009, subject to full acceleration upon achievement of certain
pre-determined earnings growth targets over the 2005 to 2007 fiscal years. Our PARS issued in fiscal 2003 vested in
full in April 2005, as a result of us achieving our earnings target for fiscal 2004. Our PARS that were issued in fiscal
2002 vested in full in May 2004 as a result of us achieving our earnings target for fiscal 2003. Our PARS that were
issued in fiscal 2001 vested in full in May 2003 as a result of us achieving our earnings target for fiscal 2002. Earnings
growth targets are determined by the Compensation Committee each year for grants under the Program. Once the
PARS have vested, they become ‘‘unrestricted’’ and may be freely sold or transferred. The PARS are forfeited if the
executive’s employment with us terminates prior to vesting except in extraordinary circumstances which include,
without limitation, death or disability of the executive; a merger, consolidation, sale, reorganization or change in
control of the Company; or any other nonrecurring significant event affecting us, the executive or the Program. As
noted in the Compensation Committee report, we will be changing our mix of long term incentives for 2005 to reflect
an even greater focus on pay for performance.
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