Big Lots 2013 Annual Report Download - page 41

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Administration
The 2006 Bonus Plan is, and will be, administered by the Committee. Each member of the Committee will be an
“independent director” for purposes of our Corporate Governance Guidelines, the Committee’s charter and the
NYSE listing requirements; a “non-employee director” within the meaning of Rule 16b-3 under the Exchange Act;
and an “outside director” within the meaning of Section 162(m) of the IRC. The Committee is currently comprised
of five directors, each of whom meets all of these criteria. The Committee has the authority to administer, interpret
the terms of, determine the eligibility of employees to participate in, and make all other determinations and take
all other actions in accordance with the terms of, the 2006 Bonus Plan. Any determination or decision by the
Committee will be conclusive and binding on all persons who at any time have or claim to have any interest under
the 2006 Bonus Plan. As plan administrator, the Committee is responsible for designating eligible participants and
selecting the performance goals – including the applicable performance criteria, corporate performance amounts
and payout percentages – used to calculate the annual incentive award, if any.
Eligibility and Participation
In the Committee’s discretion, all of our and our affiliates’ employees are eligible to participate in the 2006
Bonus Plan. Approximately 715 of those employees participated in the 2006 Bonus Plan in fiscal 2013. As of
February 1, 2014, we and our affiliates had approximately 38,100 employees.
Description of Bonus Awards
For each performance period, which is generally a full fiscal year, the Committee may grant annual incentive
award opportunities under the 2006 Bonus Plan in such amounts and on such terms as it determines in its sole
discretion (subject to the limitations imposed by the Plan), including the applicable performance criteria (and any
equitable adjustments made thereto), corporate performance amounts and payout percentages.
For each annual incentive award opportunity awarded under the 2006 Bonus Plan, the Committee will establish
corporate performance amounts that will be applied to determine the amount of compensation payable with respect
to such award. The Committee will base the corporate performance amounts on one or more of the following
performance criteria listed in the 2006 Bonus Plan:
• Earnings (loss) per common share from continuing operations;
• Earnings (loss) per common share;
• Operating profit (loss), operating income (loss), or income (loss) from operations (as the case may be);
• Income (Loss) from continuing operations before unusual or infrequent items;
• Income (Loss) from continuing operations;
• Income (Loss) from continuing operations before income taxes;
• Income (Loss) from continuing operations before extraordinary item and/or cumulative effect of a
change in accounting principle (as the case may be);
• Income (Loss) before extraordinary item and/or cumulative effect of a change in accounting principle
(as the case may be);
• Net income (loss);
• Income (Loss) before other comprehensive income (loss);
• Comprehensive income (loss);
• Income (Loss) before interest and income taxes;
• Income (Loss) before interest, income taxes, depreciation and amortization;
• Any other objective and specific income (loss) category or non-GAAP financial measure that appears
as a line item in our filings with the Securities and Exchange Commission or the annual report
to shareholders;