Starwood 2007 Annual Report Download - page 51

3. Mr. Duncan
In September 2007, with the hiring of Mr. Van Paasschen, Mr. Duncan ceased being Chief Executive Officer on
an interim basis and resumed his position as Non-executive Chairman of the Board. In connection therewith, the
vesting of 50% of Mr. Duncan’s equity grant for serving as Chief Executive Officer was accelerated. The remaining
50% will continue to vest in accordance with its terms, with service as a director counting as continued employment
for purposes of the awards. In addition, because he served as Chief Executive Officer on an interim basis,
Mr. Duncan became entitled to receive at least a pro-rata target bonus for 2007 performance. $960,000 was paid on
March 1, 2008 to satisfy this obligation (with 25% of such amount being deferred into stock units and grossed up by
33% pursuant to the Executive Plan). The bonus amount is reflected in the summary compensation table set forth
above.
D. Estimated Payments Upon Termination
The tables below reflect the estimated amounts payable to Messrs. Van Paasschen, Ouimet, Siegel, Prabhu and
Gellein in the event their employment with the Company had terminated on December 31, 2007 under various
circumstances, and includes amounts earned through that date. The actual amounts that would become payable in
the event of an actual employment termination can only be determined at the time of such termination.
Given that Messrs. Duncan and Heyer were not employed by the Company as of December 31, 2007 and that
quantitative disclosure of the amounts payable to them in connection therewith has been provided in Section C.
above, the Company has not included in this section quantitative disclosure of the payments that might have been
made to them in the event their employment had terminated on December 31, 2007.
1. Involuntary Termination without Cause or Voluntary Termination for Good Reason
The following table discloses the amounts that would have become payable on account of an involuntary
termination without cause or a voluntary termination for good reason outside of the change in control context.
Name
Severance
Pay
($)
Medical
Benefits
($)
Vesting of
Restricted Stock
($)
Vesting of
Stock Options
($)
Total
($)
Van Paasschen ............ 4,749,900 0 1,125,319 0 5,875,219
Ouimet .................. 2,296,418 21,413 1,549,328 0 3,867,159
Siegel(1) ................. 1,200,076 19,699 2,258,695 188,246 3,666,716
Prabhu .................. 625,032 10,260 2,171,296 533,916 3,340,504
Gellein................... 1,500,100 7,451 1,435,730 376,492 3,319,773
(1) Mr. Siegel’s employment agreement provides for payments in the event of involuntary termination other than
for cause but does not provide for payments in the event of voluntary termination for good reason.
2. Termination on Account of Death or Disability
Name
Severance
Pay
($)
Medical
Benefits
($)
Vesting of
Restricted
Stock
($)
Vesting of
Stock
Options
($)
Total
($)
Van Paasschen ................. 538,000 0 3,938,616 0 4,476,616
Ouimet ....................... 0 0 2,661,966 0 2,661,966
Siegel ........................ 1,200,076 19,699 4,517,390 376,492 6,113,657
Prabhu ....................... 625,032 10,260 4,342,591 1,067,832 6,045,715
Gellein ....................... 750,050 0 1,435,730 376,492 2,562,272
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