Baker Hughes 2009 Annual Report Download - page 43

2009 Proxy Statement 33
The substantial risk of forfeiture restrictions applicable to
119,897 shares of our stock granted to Mr. Deaton would
have lapsed on December 31, 2009, if a Change of Control
were to have occurred on that date. The maximum value of
this accelerated vesting of Mr. Deaton’s restricted stock awards
would have been $4,853,431 ($40.48 per share value on
December 31, 2009, multiplied by 119,897 of our shares
subject to Mr. Deaton’s unvested Restricted stock awards).
We estimate that if a Change in Control were to have
occurred on December 31, 2009, but Mr. Deaton had not
incurred a termination of employment, the value of the para-
chute payment tax gross-up payment that would have been
due by us (or our successor) to Mr. Deaton is $0.
Peter A. Ragauss
Mr. Ragauss’ options to purchase an aggregate of 95,886
of our shares, with a value of $40.48 per share, would have
become fully exercisable on December 31, 2009, if a Change
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 $4,365,555 to purchase these shares. Mr. Ragauss’
options with respect to 69,530 of our shares were in-the-money
(per share stock value greater than per share exercise price) as
of December 31, 2009. The maximum value of the accelerated
vesting of these in-the-money options would have been $401,103
($40.48 per share value on December 31, 2009, multiplied by
69,530 of our shares subject to the options minus $2,413,471,
the aggregate exercise price for the options).
The substantial risk of forfeiture restrictions applicable to
51,682 shares of our stock granted to Mr. Ragauss would have
lapsed on December 31, 2009, if a Change of Control were to
have occurred on that date. The maximum value of this accel-
erated vesting of Mr. Ragauss’ restricted stock awards would
have been $2,092,087 ($40.48 per share value on December 31,
2009, multiplied by 51,682 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, 2009, but Mr. Ragauss had not
incurred a termination of employment, the value of the para-
chute payment tax gross-up payment that would have been
due by us (or our successor) to Mr. Ragauss is $0.
Alan R. Crain
Mr. Crain’s options to purchase an aggregate of 69,142
of our shares, with a value of $40.48 per share, would have
become fully exercisable on December 31, 2009, 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 $3,200,057 to purchase these shares. Mr. Crain’s
options with respect to 48,418 of our shares were in-the-money
(per share stock value greater than per share exercise price) as
of December 31, 2009. The maximum value of the accelerated
vesting of these in-the-money options would have been $299,522
(per share stock value greater than per share exercise price)
as of December 31, 2009 ($40.48 per share value on Decem-
ber 31, 2009, multiplied by 48,418 of our shares subject to
the options minus $1,660,439, the aggregate exercise price
for the options).
The substantial risk of forfeiture restrictions applicable to
32,900 shares of our stock granted to Mr. Crain would have
lapsed on December 31, 2009, if a Change of Control were to
have occurred on that date. The maximum value of this acceler-
ated vesting of Mr. Crain’s restricted stock awards would have
been $1,331,792 ($40.48 per share value on December 31, 2009,
multiplied by 32,900 of our shares subject to Mr. Crain’s
unvested restricted stock awards).
We estimate that if a Change in Control were to have
occurred on December 31, 2009, but Mr. Crain had not
incurred a termination of employment, the value of the para-
chute payment tax gross-up payment that would have been
due by us (or our successor) to Mr. Crain is $0.
David H. Barr
Mr. Barr retired from employment with us on April 30, 2009.
The amounts we paid to Mr. Barr in connection with his retire-
ment are discussed below under the heading “Retirement
Agreement With David H. Barr”.
Martin S. Craighead
Mr. Craighead’s options to purchase an aggregate of
81,891 of our shares, with a value of $40.48 per share would
have become fully exercisable on December 31, 2009, if a
Change of Control were to have occurred on that date. Under
the terms of Mr. Craighead’s stock options, he would have
to pay an aggregate of $3,669,570 to purchase these shares.
Mr. Craighead’s options with respect to 62,431 of our shares
were in-the-money (per share stock value greater than per
share exercise price) as of December 31, 2009. The maximum
value of the accelerated vesting of these in-the-money options
would have been $300,670 ($40.48 per share value on Decem-
ber 31, 2009, multiplied by 62,431 of our shares subject to
the options minus $2,226,537, the aggregate exercise price
for the options).
The substantial risk of forfeiture restrictions applicable to
37,312 shares of our stock granted to Mr. Craighead would
have lapsed on December 31, 2009, if a Change of Control
were to have occurred on that date. The maximum value of
this accelerated vesting of Mr. Craighead’s restricted stock
awards would have been $1,510,390 ($40.48 per share value
on December 31, 2009, multiplied by 37,312 of our shares
subject to Mr. Craighead’s unvested restricted stock awards).
We estimate that if a Change in Control were to have
occurred on December 31, 2009, but Mr. Craighead had not
incurred a termination of employment, the value of the para-
chute payment tax gross-up payment that would have been
due by us (or our successor) to Mr. Craighead is $0.