Starwood 2012 Annual Report Download - page 65

STARWOOD HOTELS & RESORTS WORLDWIDE, INC.-2013Proxy Statement 59
EXECUTIVE COMPENSATION
Name Grant Date
Option Awards Stock Awards
Number of
Securities
Underlying
Unexercised
Options (#)
Exercisable(1)(2)
Number of Securities
Underlying
Unexercised Options
(#) Unexercisable
(1)(2)
Option
Exercise
Price
($)(1)
Option
Expiration
Date
Number of Shares
or Units of Stock
That Have Not
Vested
(#)
Market Value
ofShares or Units
of Stock That Have
Not Vested
($)
Turner 5/07/2008 67,612 — 53.25 5/07/2016
2/27/2009 256,099 137,242 11.39 2/27/2017
2/26/2010 63,751 63,750 38.24 2/26/2018
2/28/2011 12,749 38,246 61.28 2/28/2019
2/28/2012 — 56,756 55.06 2/28/2020
2/26/2010 17,000(3) 975,120
2/28/2011 20,398(3) 1,170,029
3/01/2011 1,449(4) 83,115
2/28/2012 22,703(3) 1,302,244
3/01/2012 3,000(4) 172,080
Avril 2/28/2007 20,723 — 65.15 2/28/2015
2/28/2008 5,555 — 48.61 2/28/2016
2/27/2009 — 82,345 11.39 2/27/2017
2/26/2010 — 16,346 38.24 2/26/2018
2/28/2011 5,100 15,298 61.28 2/28/2019
2/28/2012 — 24,973 55.06 2/28/2020
2/26/2010 39,231(3) 2,250,290
2/28/2011 24,478(3) 1,404,058
3/01/2011 1,679(4) 96,307
2/28/2012 29,967(3) 1,718,907
3/01/2012 3,006(4) 172,424
(1) In connection with the sale of 33 hotels to Host Hotels& Resorts, Inc. (“Host”), our stockholders received 0.6122 Host shares and $0.503 in cash for each of their ClassB
Shares. Holders of our employee stock options and restricted stock did not receive this consideration while the market price of shares was reduced to reflect the payment of
this consideration directly to the holders of the Class B Shares. In order to preserve the value of our options immediately before and after the Host transaction, we adjusted our
stock options to reduce the strike price and increase the number of stock options using the intrinsic value method based on the share price immediately before and after the
transaction. The option information provided reflects the number of options granted and the option exercise prices after these adjustments were made. As of December31, 2012,
this impacts Mr.Prabhu’s holdings related to his 2006 option award only.
(2) These options generally vest in equal installments on the first, second, third and fourth anniversary of their grant. As of September4, 2010, Mr.Siegel’s 2008, 2009, 2010,
2011 and 2012 awards vest quarterly in equal installments over four years due to his retirement-eligible status, as defined in the LTIP. As of December15, 2014, Mr.Prabhu’s
awards will vest quarterly due to his retirement-eligible status, as defined in the LTIP.
(3) For awards granted in 2010, 2011 and 2012, the restricted stock or restricted stock units generally vest 100% on the third anniversary of their grant. As of September4, 2010,
Mr.Siegel’s 2008, 2010 and 2011 awards vest quarterly in equal installments due to his retirement eligible status, as defined in the LTIP.
(4) These restricted stock units vest in equal installments on the first, second and third fiscal year-ends following the date of grant, and are distributed on the earlier of: (a)the third
fiscal year-end or (b)a termination of employment. Shares underlying the restricted stock units that vested as of December31, 2012, but which shares will not be distributed
to the named executive officers until either December31, 2013 or 2014, are non-forfeitable with respect to each named executive officer and will be included in the Option
Exercises and Stock Vested table for the year in which they are settled.
(5) These shares of restricted stock vest in equal installments on the first and second anniversary of their grant but may vest on an earlier basis upon Mr. Rivera’s death, disability or
retirement or upon a change in control. If Mr. Rivera is terminated without cause, he will forfeit any unvested shares but will receive payment for the remaining unvested portion
of the initially deferred annual incentive award upon which these awards are based. Shares are distributed upon vesting.