Staples 2007 Annual Report Download - page 36

Beginning with our 2008 fiscal year, our Outside Directors are compensated as follows. Upon initial election to
our Board, each Outside Director is granted shares of restricted stock with a value of $150,000 that cliff-vest after
three years and may be sold upon vesting. Within two business days after the Board’s first regularly scheduled meeting
of each fiscal year, each Outside Director is granted (1) stock options with a value of $112,500 that vest after one year,
the underlying shares of which may be sold upon vesting, and (2) shares of restricted stock with a value of $112,500
that vest after one year and may be sold only upon leaving our Board. Within two business days after the Board’s
regularly scheduled meeting in December, (a) the Lead Director is granted additional shares of restricted stock with a
value of $40,000, (b) each chairperson of the Audit Committee, Compensation Committee and Nominating and
Corporate Governance Committee is granted additional shares of restricted stock with a value of $32,000 and (c) the
chairperson of the Finance Committee is granted additional shares of restricted stock with a value of $8,000, and in
each case such shares vest after one year and may be sold only upon leaving our Board. The number of shares of
restricted stock is determined by dividing the fixed value by the closing price of our common stock on the date of
grant. The number of stock options is determined by dividing the fixed value by the binomial value used by Staples for
financial reporting purposes and then dividing that number by the closing price of our common stock on the date of
grant. Stock options will have an exercise price equal to the fair market value of our common stock on the date of
grant. Upon a change-in-control of Staples or upon a director leaving our Board after reaching the age of 72, all of
such director’s outstanding unvested stock options and restricted stock would fully vest. Each Outside Director also
receives a quarterly payment of $18,750 and will be reimbursed for reasonable expenses incurred in attending
meetings of our Board. The chairperson of the Audit Committee will receive an additional quarterly payment of
$3,750.
The table below sets forth certain information concerning our 2007 fiscal year compensation of our Outside
Directors.
DIRECTOR COMPENSATION FOR 2007 FISCAL YEAR
Fees earned or Stock Option All Other Total
Name* paid in cash ($) Awards ($) (1)(3) Awards ($) (2)(3) Compensation ($) (4) ($)
Basil L. Anderson .... 50,000 55,176 123,165 1,044 229,385
Brenda C. Barnes^ . . 25,000 (64,709) (148,361) 4,002 (184,068)
Arthur M. Blank ..... 50,000 77,119 163,977 2,784 293,880
Mary Elizabeth Burton . 50,000 103,443 221,325 4,524 379,292
Gary L. Crittenden^ . 48,750 (52,980) (132,378) 3,132 (133,476)
Justin King ......... 25,000 1,841 19,244 0 46,085
Carol Meyrowitz ..... 12,500 0 6,744 0 19,244
Rowland T. Moriarty . . 50,000 117,738 221,325 4,698 393,761
Robert C. Nakasone . . 50,000 147,325 221,325 5,481 424,131
Robert E. Sulentic . . . 25,000 1,841 19,244 0 46,085
Martin Trust ........ 50,000 165,483 221,325 6,264 443,072
Vijay Vishwanath .... 37,500 5,082 50,799 0 93,381
Paul F. Walsh ....... 53,750 142,974 221,325 6,090 424,139
* Excludes Mr. Sargent, who served as our Chief Executive Officer during our 2007 fiscal year and whose
compensation is reported in the Summary Compensation Table included in this proxy statement.
^ Ms. Barnes and Mr. Crittenden departed from our Board in June 2007 and September 2007,
respectively. Negative amounts listed in the Stock Awards, Option Awards and Total columns represent
the reversal of stock compensation expense under FASB 123(R) during our 2007 fiscal year as a result of
Ms. Barnes and Mr. Crittenden forfeiting unvested restricted shares and stock options upon their
departure from our Board of Directors.
(1) Represents awards of restricted stock that vest in full on the third anniversary of the grant date,
provided that the director continues to serve on our Board. The shares of restricted stock awarded to a
director who meets the age and length of service requirements under our rule of 65 will fully vest upon
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