Big Lots 2013 Annual Report Download - page 130

B-6
be based on a formula to calculate the percentage of the pool to be distributed to a particular
Participant) based on the extent to which the performance goals were achieved. The payout table
or formula may include a “floor” which is the level of achievement of the performance goals
in which payout begins. In the case of Bonuses which are stated in terms of a percentage of a
Bonus pool, the sum of the individual percentages for all Participants in the pool cannot exceed
100 percent. In no case shall a reduction in a Bonus of one Participant result in an increase in
another Participant’s Bonus.
5.0706. After the end of each Performance Period or such earlier date if the performance objective(s)
are achieved, the Committee shall certify in writing, prior to the unconditional payment of any
Bonus, which performance objective(s) for the Performance Period were satisfied and to what
extent they were satisfied. The Committee (or its designee) shall determine the actual Bonus for
each Participant based on the payout table/formula established in Section 5.0504 or 5.0605, as the
case may be.
5.0807. The Committee, in its discretion, may cancel or decrease a Bonus calculated under this Plan,
but with respect to Covered Associates, may not under any circumstances increase such Bonus
calculated under this Plan.
5.0908. Any other provision of the Plan notwithstanding, the maximum aggregate Bonus payable to a
Participant for a particular Fiscal Year may not exceed $4,000,000.
6. PAYMENT OF INCENTIVE BONUSES
6.01. In General. Once a Bonus has vested and the amount thereof is determined, payment of the
Bonus (or the portion thereof not deferred under Section 6.04) shall be made pursuant to
Section 6.02 or, if properly and timely elected, pursuant to Section 6.04, shall be deferred in
accordance with Section 6.04.
6.02. Current Payment. A Participant’s Bonus for a Performance Period, which is not deferred in
accordance with the provisions of Section 6.04 hereof, and a Participant’s Bonus, whether or
not he/she elected deferred-payment thereof, for the Fiscal Year in which his/her employment
Terminates, if any, as determined in accordance with Section 4.04, shall be paid in immediately
available funds to the Participant, or his/her Beneficiary in the event of his/her death, no later
than the later of (a) the 15th day of the third month following the Participant’s first taxable year
in which such Bonus is no longer subject to a substantial risk of forfeiture (within the meaning
of IRC section 409A) or (b) the 15th day of the third month following the end of the first taxable
year of the service recipient (within the meaning of IRC section 409A) in which such Bonus is no
longer subject to a substantial risk of forfeiture.
6.03. Conditional Payment. The Committee may authorize a Payment of a Bonus to a Participant, other
than a Covered Employee, based upon the Committee’s good faith determination that the relevant
performance objectives have been satisfied. The Conditional Payment, at the discretion of the
Committee may be discounted to reasonably reflect the time value of money for the prepayment.
The amount of the Conditional Payment that will be returned to the Company is equal to the
Conditional Payment less the Bonus payment that has vested, if any. For example, if the floor (see
Section 5.05) was not attained for the performance goal or target for the Performance Period, all
of the Conditional Payment made for that Performance Period to the Participant must be returned
to the Company. Return of all or a portion of the Conditional Payment shall be made reasonably
soon after it is determined the extent to which the performance goal or target was not achieved.
Conditional payments shall not be made in connection with bonuses that otherwise would be
subject to IRC section 409A if paid in the ordinary course.