Big Lots 2007 Annual Report Download - page 51

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(3) The amounts in this column are not included in the Summary Compensation Table as these amounts reflect
only the earnings on the investments designated by the named executive officer in his or her Supplemental
Savings Plan account (i.e., appreciation in account value). The amounts in this column do not include
any above-market or preferential earnings, as defined by Item 402(c)(2)(viii) of Regulation S-K and the
instructions thereto.
(4) $36,376, $23,061, $50,939 and $20,867 of the amounts in this column were included as compensation for
Mr. Cooper, Mr. Waite, Mr. Martin and Ms. Bachmann, respectively, in the Summary Compensation Table
for fiscal 2006.
Potential Payments Upon Termination or Change in Control
The “Rights Under Post-Termination and Change in Control Arrangements” section below addresses the rights of
the named executive officers under their employment agreements and other compensation arrangements upon a
change in control or in the event their employment with us is terminated. The “Estimated Payments if Triggering
Event Occurred at Fiscal Year End” section below reflects the payments that may be received by each named
executive officer (or his or her beneficiaries, as applicable) upon a change in control or in the event the executive’s
employment with us is terminated: (i) involuntarily without cause; (ii) in connection with the executive’s disability;
(iii) upon the executive’s death; or (iv) in connection with a change in control.
Rights Under Post-Termination and Change in Control Arrangements
Under each employment agreement, if a named executive officer is terminated for cause or due to his or her
voluntary resignation, we have no further obligation to pay any unearned compensation or to provide any future
benefits to the executive.
If terminated without cause, Mr. Fishman would continue to receive his salary for two years and each of the
other named executive officers would continue to receive his or her respective salary for one year. The salary
continuation period is six months for all named executive officers if terminated in connection with becoming
disabled. Each named executive officer would receive a lump sum payment equal to two times his or her salary if
terminated in connection with a change in control (as discussed below). Additionally, each named executive officer
is eligible (based on our achievement of at least the corporate performance amount corresponding to the floor
bonus level) to receive a prorated bonus for the fiscal year in which his or her termination is effective if he or she is
terminated without cause or in connection with his or her death or disability, and two times his or her stretch bonus
if terminated following a change in control.
If a change in control occurs, then all outstanding stock options become exercisable upon the change in control to
the full extent of the original grant and all unvested restricted stock vests. If termination of employment results
from death or disability, then all exercisable stock options may be exercised until the earlier of the stock option
award expiration date or one year after termination of employment. Additionally, if termination of employment
results from death or disability, then unvested restricted stock awards made under the 2005 Incentive Plan will
vest in increments of 20% for each consecutive year of employment completed since the grant date if the first
trigger is met while employed. Upon termination for any other reason, all exercisable stock options then held
may be exercised until the earlier of the stock option award expiration date or three months after termination of
employment. Any restricted stock awards not vested at termination of employment, for reasons other than death or
disability, shall be forfeited.
Mr. Fishman is entitled to receive continued healthcare coverage for up to two years following a termination
without cause or if terminated in connection with a change in control, plus the amount necessary to reimburse him
for the taxes he would be liable for as a result of such continued healthcare coverage (“Tax Gross-Up Amount”).
The other named executive officers are entitled to receive continued healthcare coverage for up to one year
following a termination without cause or if terminated in connection with a change in control, plus a Tax Gross-Up
Amount, except that Mr. Cooper is entitled to receive up to two years of coverage if he is terminated in connection
with a change in control. Each of the named executive officers is entitled to receive continued healthcare
coverage for six months following termination due to disability, plus long-term disability benefits. Additionally,
if terminated without cause, each named executive officer is entitled to continue receiving an automobile or
automobile allowance for two years, in the case of Mr. Fishman, or one year, in the case of the other named
executive officers. See the narrative in the Nonqualified Deferred Compensation section above.