Big Lots 2007 Annual Report Download - page 56

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Lisa M. Bachmann
The following table reflects the payments that would have been due to Ms. Bachmann in the event of a change in
control or the termination of her employment with us on February 2, 2008.
Event Occurring at February 2, 2008
Involuntary
Termination
with
Cause
Involuntary
Termination
without
Cause
Voluntary
Termination
Termination
upon
Disability
Termination
upon
Death
Termination
in Connection
with a Change
in Control
Change in
Control
(without
termination)
Salary/Salary Continuation ($) — 415,000 — 207,500 — 830,000 —
Non-Equity Incentive Plan
Compensation ($) — 366,570 — 366,570 366,570 830,000 —
Healthcare Coverage ($) — 35,298 — 12,010 — 35,298 —
Long-Term Disability Benefit ($) — — — 23,171 — — —
Use of Automobile/Automobile
Allowance ($) — 13,200 — — — — —
Accelerated Equity Awards ($) — — — — — 368,013 368,013
Excise Tax Benefit ($) — — — — — 0 0
PROPOSAL TWO: APPROVAL OF AMENDMENTS TO THE BIG LOTS 2005 LONG-TERM
INCENTIVE PLAN
Background
On May 17, 2005, our shareholders approved the 2005 Incentive Plan. The 2005 Incentive Plan is an omnibus
equity compensation plan that provides for a variety of types of awards to allow for flexibility. The 2005 Incentive
Plan permits the granting of (i) NQSOs, (ii) ISOs, (iii) SARs, (iv) restricted stock, (v) restricted stock units, and (vi)
performance units (NQSOs, ISOs, SARs, restricted stock, restricted stock units, and performance units are referred
to collectively as “Awards”).
We believe the 2005 Incentive Plan is an important element of our compensation program, as it serves to align
the interests of participants with those of our shareholders through increased ownership of our common shares.
Additionally, we believe the 2005 Incentive Plan assists us in attracting, retaining and motivating participants.
Proposed Amendments
Based on the recommendation of the Compensation Committee (which we refer to as the “Committee” throughout
this discussion of Proposal Two), the Board has adopted, subject to shareholder approval at the Annual Meeting, the
following amendments to the 2005 Incentive Plan:
• Permit outside directors to be eligible to participate in the 2005 Incentive Plan. We believe this change
is necessary, because only 47,609 common shares presently are available for issuance under the Director
Stock Option Plan, which we believe is insufficient to continue to provide the outside directors with
equity awards in an amount necessary to (i) retain and motivate our current outside directors, (ii) attract
new outside directors, and (iii) properly align the interests of our outside directors with those of our
shareholders. If the proposed amendments to the 2005 Incentive Plan are approved by our shareholders,
the Board will amend the Director Stock Option Plan so that no additional awards may be made under
that plan and future equity awards to our outside directors will be granted under the 2005 Incentive Plan
at the discretion of the Committee.
• Add 2,100,000 common shares to the total number of our common shares reserved and available for
distribution pursuant to Awards granted under the 2005 Incentive Plan. As initially approved by our
shareholders, the total number of common shares available for Awards granted under the 2005 Incentive
Plan equals the sum of: (i) 1,250,000 common shares; plus (ii) the 2,001,142 common shares that
remained available for use under the 1996 Incentive Plan on December 30, 2005; plus (iii) an annual
increase equal to 0.75% of the total number of issued common shares (including treasury shares) as of
the start of each of our fiscal years that the 2005 Incentive Plan is in effect. We believe that the proposed