Thrifty Car Rental 2009 Annual Report Download - page 92

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ITEM 9B. OTHER INFORMATION
None.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Reference is made to the information appearing under the captions “Biographical Information Regarding
Director Nominees and Executive Officers”, “Independence, Meetings, Committees and Compensation of
the Board of Directors - Audit Committee”, “Section 16(a) Beneficial Ownership Reporting Compliance”
and “Code of Ethics” in the Company’s definitive Proxy Statement which will be filed pursuant to
Regulation 14A promulgated by the SEC not later than 120 days after the end of the Company’s fiscal
year ended December 31, 2009, and is incorporated herein by reference.
ITEM 11. EXECUTIVE COMPENSATION
Reference is made to the information appearing under the captions “Independence, Meetings,
Committees and Compensation of the Board of Directors - Compensation,” and “Executive
Compensation” in the Company’s definitive Proxy Statement which will be filed pursuant to Regulation
14A promulgated by the SEC not later than 120 days after the end of the Company’s fiscal year ended
December 31, 2009, and is incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS
Except as set forth below regarding securities authorized for issuance under equity compensation plans,
the information required by this Item 12 will be set forth under the heading “Security Ownership of Certain
Beneficial Owners, Directors, Director Nominees and Executive Officers” in the Company’s definitive
Proxy Statement which will be filed pursuant to Regulation 14A promulgated by SEC not later than 120
days after the end of the Company’s fiscal year ended December 31, 2009, and is incorporated herein by
reference.
Equity Compensation Plan Information
The following table sets forth certain information for the fiscal year ended December 31, 2009 with
respect to the Second Amended and Restated Long-Term Incentive Plan and Director Equity Plan
(“LTIP”) under which Common Stock of the Company is authorized for issuance:
Number of Securities
Number of Securities Remaining Available for
to be Issued Upon Weighted-Average Future Issuance Unde
r
Exercise of Exercise Price o
f
Equity Compensation
Outstanding Options, Outstanding Options, Plans (Excluding
Warrants and Rights Warrants and Rights Securities in Column (a))
(a) (b) (c)
Equity compensation plans
approved by security holders 2,450,397 $6.55 442,711
Equity compensation plans not
approved by security holders None None None
Total 2,450,397 $6.55 442,711 (1)
Plan Category
(1) At December 31, 2009, total common stock authorized for issuance was 3,137,271 shares, which included
2,450,397 unexercised option rights and 244,163 Performance Shares, assuming a maximum payout for all
nonvested Performance Shares. The Performance Shares ultimately issued will likely be less (refer to Item
8 – Note 13 of Notes to Consolidated Financial Statements). The remaining common stock available for
future issuance at December 31, 2009 is 442,711 shares.
91