Big Lots 2013 Annual Report Download - page 17

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PROPOSAL ONE: ELECTION OF DIRECTORS
At the Annual Meeting, the common shares represented by proxies will be voted, unless otherwise specified, for
the election of the nine director nominees named below. All nine nominees are currently directors on our Board.
Proxies cannot be voted at the Annual Meeting for more than nine persons.
Set forth below is certain information relating to the director nominees, including each nominee’s age (as of the
end of fiscal 2013), tenure as a director on our Board, current Board committee memberships, business experience
and principal occupation for the past five or more years, the specific experience, qualifications, attributes or skills
of each nominee that led to the conclusion that the nominee should serve as a director (which are in addition to
the general qualifications discussed in the “Selection of Nominees by the Board” section below), and other public
company directorships held by each nominee during the past five or more years. Directors are elected to serve until
the next annual meeting of shareholders and until their respective successors are elected and qualified, or until their
earlier death, resignation or removal.
Name Age
Director
Since
Audit
Committee
Compensation
Committee
Nominating / Corporate
Governance Committee
Jeffrey P. Berger 64 2006 * **
David J. Campisi 57 2013
James R. Chambers 56 2012 * *
Peter J. Hayes 71 2008 * *
Brenda J. Lauderback 63 1997 * *
Philip E. Mallott 56 2003 **
Russell Solt 66 2003 * **
James R. Tener 64 2005 * *
Dennis B. Tishkoff 70 1991 * *
* Committee Member
** Committee Chair
Jeffrey P. Berger is the former Executive Vice President, Global Foodservice of H.J. Heinz Company (food
manufacturer and marketer), and President and Chief Executive Officer of Heinz North America Foodservice (food
manufacturer and marketer). Mr. Berger is also currently a director of GNC Holdings, Inc. (health and wellness
specialty retailer). The Board would be well served by the perspective provided by Mr. Berger’s 14 years of
experience as a chief executive of a multibillion dollar company, his service on another public company board and
his qualification as an “audit committee financial expert,” as defined by applicable SEC rules.
David J. Campisi is the Chief Executive Officer (“CEO”) and President of Big Lots, Inc. Before joining Big Lots
in May 2013, Mr. Campisi served as the Chairman and Chief Executive Officer of Respect Your Universe, Inc.
(activewear retailer). Mr. Campisi previously served as the Chairman, President and Chief Executive Officer of The
Sports Authority, Inc. (sporting goods retailer). Prior to that, Mr. Campisi served as Executive Vice President and
General Merchandise Manager, Women’s Apparel, Accessories, Intimates and Cosmetics of Kohl’s Corporation
(department store retailer). Mr. Campisi’s strong leadership skills, proven management capabilities, and more than
30 years of diverse retail experience make Mr. Campisi an excellent choice to continue serving on the Board.
James R. Chambers is the President and Chief Executive Officer and a director of Weight Watchers
International, Inc. (weight management services provider). He previously served as President of the US Snacks
and Confectionery business unit and General Manager of the Immediate Consumption Channel of Kraft Foods
Inc. (food manufacturer). Mr. Chambers also served as President and CEO of Cadbury Americas (confectionery
manufacturer), and as the President and Chief Executive Officer of Remy Amerique, Inc. (spirits manufacturer).
Prior to his employment with Remy Amerique, Inc., Mr. Chambers served as the Chief Executive Officer of
Paxonix, Inc. (online branding and packaging process solutions business), as the Chief Executive Officer of
Netgrocer.com (online grocery retailer), and as the Group President of Information Resources, Inc. (global market