Travelers 2009 Annual Report Download - page 273

EQUITY COMPENSATION PLAN INFORMATION
The following table sets forth information as of December 31, 2009 regarding the Company’s
equity compensation plans. The only plan pursuant to which the company may currently make
additional equity grants is The Travelers Companies, Inc. Amended and Restated 2004 Stock Incentive
Plan (the 2004 Incentive Plan) which replaced prior share-based incentive plans (legacy plans). In
connection with the adoption of the 2004 Incentive Plan, legacy share-based compensation plans were
terminated. Outstanding grants were not affected by the termination of these legacy plans, including
the reload method of option exercise related to prior option grants under the legacy plans, and these
option holders may continue to use the reload exercise method.
Number of securities
Number of remaining available for
securities to be future issuance under
issued upon exercise Weighted average equity compensation
of outstanding exercise price of plans (excluding
options, warrants outstanding options, securities reflected in
and rights warrants and rights column (a))
Plan Category (a) (b) (c)
Equity compensation plans approved by
security holders(1) . . . . . . . . . . . . . . . . . 33,858,319 $40.25 per share 43,514,163(3)
Equity compensation plans not approved by
security holders(2) . . . . . . . . . . . . . . . . . 121,304 $45.27 per share —
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33,979,623 $40.26 per share 43,514,163(3)
(1) In addition to the 2004 Incentive Plan, these numbers also include the St. Paul Global Stock
Option Plan and certain plans for St. Paul’s United Kingdom and Ireland employees. Shares of
deferred stock or phantom stock units that may be settled in shares of common stock are included
in column (a) of the table, but are not included in column (b) for purposes of the weighted
average exercise price of stock options.
(2) Represents options granted under The St. Paul Holdings 1996 Stock Option Plan which was
established to grant options to certain eligible employees of TRV’s United Kingdom operations.
The options granted under the plan were priced at the market price of the Company’s common
stock on the date of grant and were eligible for exercise at any time from three to ten years after
the date of grant. No additional options may be granted under the plan.
(3) These shares are available for grant as of December 31, 2009 under the 2004 Incentive Plan
pursuant to which the Compensation Committee of the board of directors may make various stock-
based awards including nonqualified stock options, incentive stock options, stock appreciation
rights, restricted stock, restricted stock units, deferred stock, deferred stock units, performance
awards and other stock-based or stock-denominated awards with respect to the Company’s
common stock. The 2004 Incentive Plan had 35 million shares initially authorized for issuance. In
addition to these 35 million shares, the following shares will become available for grant under the
2004 Incentive Plan and, to the extent such shares became available as of December 31, 2009, they
are included in the table as available for grant: (i) shares covered by outstanding awards under the
2004 Incentive Plan and legacy plans that are forfeited or otherwise terminated or settled in cash
or other property rather than settled through the issuance of shares; (ii) shares that are used to
pay the exercise price of stock options and shares used to pay withholding taxes on equity awards
generally; and (iii) shares purchased by the Company on the open market using cash from option
exercises, as limited by the 2004 Incentive Plan.
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