Big Lots 2007 Annual Report Download - page 15

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Big Lots, Inc.
300 Phillipi Road
Columbus, Ohio 43228
PROXY STATEMENT
This Proxy Statement is furnished in connection with the solicitation of proxies by the Board of Directors
(“Board”) of Big Lots, Inc., an Ohio corporation (“we,” “us,” “our” and “Big Lots”), for use at the 2008 Annual
Meeting of Shareholders to be held on May 29, 2008 (“Annual Meeting”), at our corporate offices located at 300
Phillipi Road, Columbus, Ohio at 9:00 a.m. EDT. On or about April 15, 2008, we began mailing to our shareholders
of record at the close of business on March 31, 2008, a Notice of Internet Availability containing instructions on
how to access the Notice of Annual Meeting of Shareholders, this Proxy Statement and our Annual Report to
Shareholders for the fiscal year ended February 2, 2008 (“fiscal 2007”).
ABOUT THE ANNUAL MEETING
Purpose of the Annual Meeting
At the Annual Meeting, shareholders will act upon the matters outlined in the Notice of Annual Meeting included
with this Proxy Statement. Specifically, the shareholders will be asked to (i) elect nine members to our Board,
(ii) approve amendments to the Big Lots 2005 Long-Term Incentive Plan (“2005 Incentive Plan”), (iii) ratify the
appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year
ending January 31, 2009 (“fiscal 2008”), and (iv) transact such other business as may properly come before the
Annual Meeting.
Shareholder Voting Rights
Only those shareholders of record at the close of business on March 31, 2008, the record date for the Annual
Meeting, are entitled to receive notice of and to vote at the Annual Meeting. At the record date, we had outstanding
81,372,933 common shares, $0.01 par value per share. Each of the outstanding common shares entitles the holder
thereof to one vote on each matter to be voted upon at the Annual Meeting or any postponement or adjournment
thereof. The holders of common shares have no cumulative voting rights in the election of directors. All voting
shall be governed by our Code of Regulations and the General Corporation Law of the State of Ohio and, in the
case of Proposal Two, the rules of the New York Stock Exchange (“NYSE”).
Registered Shareholders and Beneficial Shareholders
If our common shares are registered in your name directly with our transfer agent, National City Bank, you are
considered, with respect to those common shares, a registered shareholder. If our common shares are held for you
in a brokerage account or by a bank or other holder of record, you are considered the beneficial shareholder of the
common shares held in street name.
Internet Availability of Proxy Materials
In accordance with rules recently adopted by the Securities and Exchange Commission (“SEC”), instead of
mailing a printed copy of our proxy materials to each shareholder of record, we may now furnish our proxy
materials, including the Notice of Annual Meeting of Shareholders, this Proxy Statement and our Annual Report to
Shareholders, by providing access to such documents on the Internet. Shareholders will not receive printed copies
of the proxy materials unless they request them.