World Fuel Services 2005 Annual Report Download - page 73

WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
maximizing shareholder return, and to permit the Compensation Committee to use a broader range of stock
incentives, such as stock appreciation rights, performance share awards and restricted stock, as well as non-stock
performance awards, to motivate executives and key employees.
A total of 1.0 million shares of Common Stock were originally reserved for issuance under the 2001 Plan.
Additional shares of Common Stock that may be granted under the 2001 Plan include any shares that are
available for future grant under any of our prior stock option plans, and any stock or options granted under the
2001 Plan or any prior plans that are forfeited, expired or canceled. Furthermore, pursuant to the 2001 Plan and
upon our Board of Directors’ authorization in January 2002, any shares of Common Stock that are reacquired by
us in the open market or in private transactions after the effective date of the 2001 Plan, were added to the
limitation on the total shares which may be issued under the 2001 Plan. Subsequently, in April 2005, our Board
of Directors amended the Plan to provide that shares repurchased by us would not be added to the maximum
amount of shares that may be issued under the plan, however, shares delivered to us from employees as payment
for option exercise prices and withholding taxes due upon vesting of restricted stock and exercise of options are
added to the maximum amount of shares that may be issued under the plan. The total number of shares of
Common Stock that was reacquired by us and added to the limitation on the shares which may be issued under
the 2001 Plan was approximately 0.5 million shares. Then, in May 2004, our shareholders approved amendments
to reserve an additional 1.2 million shares of Common Stock for issuance under the plan and to extend the
expiration date of the 2001 Plan for five years, or until May 2009.
As of December 31, 2005, the aggregate limit on the shares of common stock which may be issued under
the 2001 Plan was approximately 2.9 million shares, of which approximately 1.2 million shares and 0.4 million
shares are subject to options and SSARs already issued, respectively, and an additional 0.5 million shares have
been issued as restricted common stock grants.
The provisions of the 2001 Plan authorize the grant of common stock, which can be restricted, or stock
options which can be “qualified” or “nonqualified” under the Internal Revenue Code of 1986, as amended, or
stock appreciation rights, or other share or non-share-based awards, including but not limited to stock units,
performance units, or dividend equivalent payments. The 2001 Plan is unlimited in duration and, in the event of
its termination, the 2001 Plan will remain in effect as long as any of the above items are outstanding; provided,
however, that no awards may be granted under the 2001 Plan after May 2009. The term and vesting period of
awards granted under the 2001 Plan are established on a per grant basis, but in no event shall stock options or
stock appreciation rights remain exercisable after the five-year anniversary of the date of grant. Under the 2001
Plan, at December 31, 2005, outstanding options rights expire between September 2006 and January 2010 and
outstanding SSARs expire between January 2010 and July 2010.
As of December 31, 2005, the following table summarizes the outstanding stock options and SSARs issued
pursuant to the plans described above (in thousands, except weighted average price data):
Plan name or description
(a)
Maximum number of
securities to be
issued upon exercise
of outstanding options
or conversion of
outstanding SSARs
(b)
Weighted average
exercise or conversion
price of outstanding
options and SSARs
(c)
Number of securities
remaining available
for future issuance under
equity compensation plans
(excluding securities
reflected in column (a))
2001 Plan ......... 1,315 $16.17 739
1996 Plan ......... 788 6.67 —
Directors Plan ...... 235 16.93 43
2,338 $13.04 782
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