Big Lots 2013 Annual Report Download - page 30

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option becomes vested and exercisable. No stock option shall be exercisable earlier than six months after the grant
date or later than seven years after the grant date. In general, a stock option expires upon the earlier of (1) its stated
expiration date or (2) one year after the participant terminates service (except in the case of ISOs which must be
exercised within three months after a termination of service, other than due to death or disability).
Stock Appreciation Rights
A SAR entitles the participant, upon settlement, to receive a payment based on the excess of the fair market value
of our common shares on the settlement date over the grant price of the SAR, multiplied by the number of SARs
being settled. The grant price of a SAR may not be less than the fair market value of our common shares on the
grant date. SARs may be payable in cash, our common shares or a combination of both.
The Committee determines the vesting requirements, the form of payment and other terms of a SAR. Vesting may
be based on the continued service of the participant for specified time periods or the attainment of a specified
business performance goal established by the Committee or both. No SAR shall be exercisable earlier than six
months after the grant date or later than seven years after the grant date. In general, a SAR expires upon the earlier
of (1) its stated expiration date or (2) one year after the participant terminates service. We have not issued any
SARs under the 2005 LTIP or the 2012 LTIP, and do not currently have any SARs outstanding.
Restricted Stock
A restricted stock Award represents our common shares that are issued subject to restrictions on transfer and
vesting requirements as determined by the Committee. Vesting requirements may be based on the continued
service of the participant for specified time periods or the attainment of a specified business performance goal
established by the Committee. In general, no more than one-third of a restricted stock Award may vest before each
of the first three anniversary dates after the grant date. However, if vesting is based on the attainment of a specified
business performance goal established by the Committee, then the restricted stock may not vest sooner than the
first anniversary after the grant date.
Subject to the transfer restrictions and vesting requirements of the restricted stock Award, the participant has the
same rights as our shareholders during the restriction period, including all voting and dividend rights, although the
Committee may provide that dividends and restricted stock certificates will be held in escrow during the restriction
period (and forfeited or distributed depending on whether applicable performance goals or service restrictions
have been met). Also, any stock dividends will be subject to the same restrictions that apply to the restricted stock
upon which the stock dividends are issued. Unless the Committee specifies otherwise in the Award agreement,
the restricted stock is forfeited if the participant terminates service before the restricted stock vests or if applicable
terms and conditions have not been met at the end of the restriction period.
Restricted Stock Units
An Award of restricted stock units provides the participant the right to receive a payment based on the value of our
common shares. Restricted stock units may be subject to such vesting requirements, restrictions and conditions
to payment as the Committee determines are appropriate. Vesting requirements may be based on the continued
service of the participant for a specified time period or on the attainment of a specified business performance goal
established by the Committee. In general, no more than one-third of a stock-settled restricted stock unit Award
may vest before each of the first three anniversary dates after the grant date. However, if vesting is based on the
attainment of a specified business performance goal established by the Committee, then the stock-settled restricted
stock units may not vest sooner than the first anniversary after the grant date. Restricted stock units are payable in
cash, our common shares or a combination of both, as determined by the Committee.
Participants receiving restricted stock units do not have, with respect to such restricted stock units, any of the
rights of a shareholder. Unless the Committee specifies otherwise in the Award agreement, the restricted stock unit
Award is forfeited if the participant terminates service before the restricted stock unit vests or if applicable terms
and conditions have not been met at the end of the restriction period.