Big Lots 2014 Annual Report Download - page 33

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- 21 -
• Mr. Johnson:
(1) Promoted to Executive Vice President and also assumed additional responsibility associated with
our real estate and asset protection departments;
(2) Development and implementation of our annual corporate operating plan;
(3) Executive leadership support for effective cash deployment and investor relations; and
(4) Management’s interface with the Audit Committee.
• Ms. Bachmann:
(1) Successful implementation of enhancements and upgrades to information
technology infrastructure;
(2) Implementation of our warehouse management system in our distribution centers; and
(3) Development and implementation of a strategic plan for enhancing our customers shopping
experience in our stores.
• Mr. Chene:
(1) As Mr. Chene joined the company at the end of fiscal 2013, the Committee did not adjust his
salary in fiscal 2014 and his equity award was consistent with individuals with similar roles within
our peer group.
• Mr. Schlonsky:
(1) Effective management of compensation and employee healthcare coverage costs;
(2) Management’s interface with the Compensation Committee; and
(3) Recruited and hired a significant portion of our Leadership Team.
Role of Management
Our CEO plays a significant role in determining the compensation of the other members of our Leadership Team.
Additionally, our CEO and the Committee consult with management from our human resources, finance and
legal departments regarding the design and administration of our compensation programs, plans and awards for
executives and directors. These members of management provide the Committee and CEO with advice regarding
the competitiveness of existing and proposed compensation programs and the impact of accounting rules, laws and
regulations on existing and proposed compensation programs. Management from our human resources, finance
and legal departments also assist the Committee in the administration of our employee benefit and compensation
plans in accordance with the Committee’s charter and our compensation plans.
Our CEO and some members of management attend meetings of the Committee, and the CEO participates in the
Committee’s discussions regarding the compensation of the other Leadership Team members. These individuals do
not participate in executive sessions of the Committee or when executive compensation determinations are made
by the Committee and the other outside directors.
Independent Compensation Consultant
The Committee has the authority under its charter to retain independent compensation consultants as it deems
necessary. In establishing executive compensation for fiscal 2014, the Committee’s independent compensation
consultant Exequity provided the Committee with compensation and financial information from the public filings
of the members of our retailer comparator group (as defined below in the “–Comparative Compensation Data”
section of this CD&A). The Committee also reviewed non-customized compensation surveys provided by several
independent compensation consultants at the request of our human resources department.