Big Lots 2015 Annual Report Download - page 27

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Code of Business Conduct and Ethics & Code of Ethics for Financial Professionals
We have a Code of Business Conduct and Ethics, which applies to all of our directors, officers and
employees. We also have a Code of Ethics for Financial Professionals which applies to our principal
executive officer, principal financial officer, principal accounting officer, controller and other persons
performing similar functions. Both the Code of Business Conduct and Ethics and the Code of Ethics for
Financial Professionals are available in the Investor Relations section of our website
(www.biglots.com) under the “Corporate Governance” caption. We intend to post amendments to or
waivers from any applicable provision (related to elements listed under Item 406(b) of Regulation S-K)
of the Code of Business Conduct and Ethics and the Code of Ethics for Financial Professionals (in
each case, to the extent applicable to our principal executive officer, principal financial officer, principal
accounting officer, controller or persons performing similar functions), if any, in the Investor Relations
section of our website (www.biglots.com) under the “Corporate Governance” caption.
Compensation Committee Interlocks and Insider Participation
During fiscal 2015, current directors Messrs. Berger, Chambers and Solt and Ms. Reardon and former
directors Peter J. Hayes, James R. Tener and Dennis B. Tishkoff served on our Compensation
Committee. No member of our Compensation Committee serves, or has served at any time, as one of
our officers or employees or has, or during fiscal 2015 had, a material interest in any related person
transaction, as defined in Item 404 of Regulation S-K. None of our executive officers serve or, during
fiscal 2015, served as a member of the board of directors or compensation committee of any other
company that has or had an executive officer serving as a member of the Board or our Compensation
Committee.
Communications with the Board
Shareholders and other parties interested in communicating directly with the Board, with specified
individual directors or with the non-employee directors as a group, may do so by choosing one of the
following options:
Call: (866) 834-7325
Write: Big Lots Board of Directors, 300 Phillipi Road, Columbus, Ohio 43228-5311
E-mail: http://biglots.safe2say.info
Under a process approved by the Nominating / Corporate Governance Committee for handling
correspondence received by us and addressed to non-employee directors, our General Counsel
reviews all such correspondence and forwards to the Board or appropriate members of the Board a
summary and/or copies of any such correspondence that deals with the functions of the Board,
members or committees thereof or otherwise requires their attention. Directors may at any time review
a log of all correspondence received by us and directed to members of the Board and may request
copies of any such correspondence. Concerns relating to our accounting, internal accounting controls
or auditing matters will be referred to the Audit Committee. Concerns relating to the Board or members
of senior management will be referred to the Nominating / Corporate Governance Committee. Parties
submitting communications to the Board may choose to do so anonymously or confidentially.
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