Big Lots 2011 Annual Report Download - page 98

A-18
(s) Percentage increase in comparable store sales; or
(t) Gross profit (loss) or gross margin (loss) (as the case may be); or
(u) Economic value added; or
(v) Any of items (a) through (u) with respect to any subsidiary, Affiliate, business unit, business
group, business venture or legal entity, including any combination thereof, or controlled directly or indirectly by
the Company whether or not such information is included in the Company’s annual report to shareholders, proxy
statement or notice of annual meeting of shareholders; or
(w) Any of items (a) through (u) above may be determined before or after a minority interest’s
share as designated by the Committee; or
(x) Any of items (a) through (u) above with respect to the period of service to which the
performance goal relates whether or not such information is included in the Company’s filings, annual report to
shareholders, proxy statement or notice of annual meetings of shareholders; or
(y) Total shareholder return ranking position meaning the relative placement of the Company’s
total shareholder return (as determined in (r) above) compared to those publicly held companies in the Company’s
peer group as established by the Committee prior to the beginning of a vesting period or such later date as
permitted under the Code. The peer group shall be comprised of not less than eight and not more than sixteen
companies, including the Company; or
(z) With respect to items (a), (b), (o) and (p) above, other terminology may be used for each such
performance criteria (including, but not limited to, “Basic EPS,” “income (loss) per common share,” “diluted EPS,”
or “earnings per common share-assuming dilution”) as contemplated in ASC 260, Earnings Per Share (formerly
SFAS No. 128), as amended, revised or superseded.
13.8 Evaluation of Performance. The Committee may provide in any Award that any evaluation of
performance may include or exclude any of the following events that occur during a Performance Period (including
the income tax effects attributable thereto), singularly or in combination, to the goals/targets in recognition of the
following categories (or any particular item(s) within the following categories or portion(s) thereof):
(a) Asset impairments as described in ASC 360, Property, Plant and Equipment (formerly SFAS
No. 144), as amended, revised or superseded; or
(b) Costs associated with exit or disposal activities as described in ASC 420, Exit or Disposal
Cost Obligations (formerly SFAS No. 146), as amended, revised or superseded; or
(c) Impairment charges (excluding the amortization thereof) related to goodwill or other
intangible assets, as described in ASC 350, Intangibles – Goodwill and Other (formerly SFAS No. 142), as
amended, revised or superseded; or
(d) Integration costs related to all merger and acquisition activity of the Company and/or its
Affiliates, including, without limitation, any merger, acquisition, reverse merger, triangular merger, tender offer,
consolidation, amalgamation, arrangement, security exchange, business combination or any other purchase or sale
involving the Company and/or its Affiliates (or foreign equivalent of any of the foregoing); or
(e) Transaction costs related to all merger and acquisition activity of the Company and/or its
Affiliates, including, without limitation, any merger, acquisition, reverse merger, triangular merger, tender offer,
consolidation, amalgamation, arrangement, security exchange, business combination or any other purchase or sale
involving the Company and/or its Affiliates (or foreign equivalent of any of the foregoing); or
(f) Any profit or loss attributable to the business operations of a specified segment as described
in ASC 280, Segment Reporting (formerly SFAS No. 131), as amended, revised or superseded; or
(g) Any profit or loss attributable to a specified segment as described in ASC 280, Segment
Reporting (formerly SFAS No. 131), as amended, revised or superseded acquired during the Performance Period or
an entity or entities acquired during the Performance Period to which the performance goal relates; or
(h) Any tax settlement(s) with a tax authority; or