Baker Hughes 2007 Annual Report Download - page 47

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2007 Proxy Statement 29
of Control were to have occurred on that date. Under the
terms of Mr. Ragauss’ stock options, he would have to pay an
aggregate of $5,222,604 to purchase these shares. Accord-
ingly, the maximum value of the accelerated vesting of the
options would have been $318,959 ($81.10 per share value
on December 31, 2007, multiplied by 68,330 of our shares
subject to the options minus $5,222,604, the aggregate exer-
cise price for the options).
The substantial risk of forfeiture restrictions applicable to
39,109 shares of our stock granted to Mr. Ragauss would have
lapsed on December 31, 2007, if a Change of Control were
to have occurred on that date. The maximum value of this
accelerated vesting of Mr. Ragauss’ restricted stock awards
would have been $3,171,740 ($81.10 per share value on
December 31, 2007, multiplied by 39,109 of our shares
subject to Mr. Ragauss’ unvested restricted stock awards).
We estimate that if a Change in Control were to have
occurred on December 31, 2007, but Mr. Ragauss had not
incurred a termination of employment, the value of the para-
chute payment tax gross-up payment that would be due by
us (or our successor) to Mr. Ragauss would be $0.
James R. Clark
Mr. Clark’s options to purchase an aggregate of 79,098
of our shares, with a value of $81.10 per share, would have
become fully exercisable on December 31, 2007, if a Change
of Control were to have occurred on that date. Under the
terms of Mr. Clark’s stock options, he would have to pay an
aggregate of $5,365,502 to purchase these shares. Accord-
ingly, the maximum value of the accelerated vesting of the
options would have been $1,049,346 ($81.10 per share value
on December 31, 2007, multiplied by 79,098 of our shares
subject to the options minus $5,365,502, the aggregate exer-
cise price for the options).
The substantial risk of forfeiture restrictions applicable to
54,813 shares of our stock granted to Mr. Clark would have
lapsed on December 31, 2007, if a Change of Control were to
have occurred on that date. The maximum value of this accel-
erated vesting of Mr. Clark’s restricted stock awards would have
been $4,445,334 ($81.10 per share value on December 31,
2007, multiplied by 54,813 of our shares subject to Mr. Clark’s
unvested restricted stock awards).
If a Change in Control had occurred on December 31,
2007 prior to Mr. Clark’s termination of employment with us,
we would have paid Mr. Clark, in cash, the aggregate sum of
$1,237,430 in complete settlement of his performance award
granted by us under the 2002 D&O Plan on January 1, 2005.
We estimate that if a Change in Control were to have
occurred on December 31, 2007, but Mr. Clark had not
incurred a termination of employment, the value of the para-
chute payment tax gross-up payment that would be due by us
(or our successor) to Mr. Clark would be $987,364.
Alan R. Crain
Mr. Crain’s options to purchase an aggregate of 47,932
of our shares, with a value of $81.10 per share, would have
become fully exercisable on December 31, 2007, if a Change
of Control were to have occurred on that date. Under the
terms of Mr. Crain’s stock options, he would have to pay an
aggregate of $3,387,736 to purchase these shares. Accord-
ingly, the maximum value of the accelerated vesting of the
options would have been $499,549 ($81.10 per share value
on December 31, 2007, multiplied by 47,932 of our shares
subject to the options minus $3,387,736, the aggregate exer-
cise price for the options).
The substantial risk of forfeiture restrictions applicable to
37,981 shares of our stock granted to Mr. Crain would have
lapsed on December 31, 2007, if a Change of Control were
to have occurred on that date. The maximum value of this
accelerated vesting of Mr. Crain’s restricted stock awards
would have been $3,080,259 ($81.10 per share value on
December 31, 2007, multiplied by 37,981 of our shares
subject to Mr. Crain’s unvested restricted stock awards).
If a Change in Control had occurred on December 31,
2007 prior to Mr. Crain’s termination of employment with us,
we would have paid Mr. Crain, in cash, the aggregate sum of
$426,700 in complete settlement of his performance award
granted by us under the 2002 D&O Plan on January 1, 2005.
We estimate that if a Change in Control were to have
occurred on December 31, 2007, but Mr. Crain had not
incurred a termination of employment, the value of the para-
chute payment tax gross-up payment that would be due by us
(or our successor) to Mr. Crain would be $0.
David H. Barr
Mr. Barr’s options to purchase an aggregate of 36,583 of
our shares, with a value of $81.10 per share would have
become fully exercisable on December 31, 2007, if a Change
of Control were to have occurred on that date. Under the
terms of Mr. Barr’s stock options, he would have to pay an
aggregate of $2,612,336 to purchase these shares. Accord-
ingly, the maximum value of the accelerated vesting of the
options would have been $354,545 ($81.10 per share value
on December 31, 2007, multiplied by 36,583 of our shares
subject to the options minus $2,612,336, the aggregate exer-
cise price for the options).
The substantial risk of forfeiture restrictions applicable to
31,566 shares of our stock granted to Mr. Barr would have
lapsed on December 31, 2007, if a Change of Control were to
have occurred on that date. The maximum value of this accel-
erated vesting of Mr. Barr’s restricted stock awards would have
been $2,560,003 ($81.10 per share value on December 31,
2007, multiplied by 31,566 of our shares subject to Mr. Barr’s
unvested restricted stock awards).
If a Change in Control had occurred on December 31,
2007 prior to Mr. Barr’s termination of employment with us,
we would have paid Mr. Barr, in cash, the aggregate sum of
$277,355 in complete settlement of his performance award
granted by us under the 2002 D&O Plan on January 1, 2005.
We estimate that if a Change in Control were to have
occurred on December 31, 2007, but Mr. Barr had not
incurred a termination of employment, the value of the para-
chute payment tax gross-up payment that would be due by us
(or our successor) to Mr. Barr would be $0.