CDW 2006 Annual Report Download - page 56

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46
forfeiture of either 1) outstanding options granted under the 2000 Plan or 2) equity-based awards
that have been or will be granted under the 2006 Plan shall be available for future grants under
the 2006 Plan.
Grants to non-employee directors are made pursuant to the terms of the 2004 Non-Employee
Director Equity Compensation Plan (“2004 Plan”). The 2004 Plan provides for the grant of stock
options and restricted stock to non-employee directors on the terms set forth in the 2004 Plan.
As of December 31, 2006, there were 4,250,159 shares of common stock available for future
grants under these plans.
Stock Options
Stock options awarded under the 2004 Plan and the 2006 Plan have an exercise price equal to
the fair market value of a share of common stock on the date of grant. Option awards under
these plans vest ratably over five years and have a ten year contractual life. There are
outstanding options that were awarded under prior plans that have vesting periods of seven to
ten years and contractual lives of 20 years.
Restricted Stock
Under the terms of the 2004 Plan, newly elected or appointed directors receive a restricted stock
grant of 1,000 shares upon the commencement of service on the Board of Directors. Restricted
stock issued under the 2004 Plan vests in full after five years of continuous service.
Restricted stock awards granted under the 2006 Plan vest ratably over five years.
Recipients of restricted stock awards granted under these plans possess the rights of shareholders,
including voting rights and the right to receive dividends.
Restricted Stock Units
The restricted stock unit awards that have been granted under the 2006 Plan obligate the Company
to issue a specific number of shares of the Company’s common stock upon the vesting of the
award. Restricted stock units vest ratably over five years from the date of grant.
Employee Stock Purchase Plan
We have established an Employee Stock Purchase Plan (“ESPP”) which provides that eligible
coworkers may contribute up to 15% of their eligible compensation towards the quarterly purchase
of our common stock. Effective January 1, 2006, we changed the provisions of the ESPP so that it
is non-compensatory under the provisions of SFAS 123R. The coworkers’ purchase price is 95% of
the fair market value of the stock on the last business day of the quarterly offering period.
Coworkers may purchase shares having a fair market value of up to $25,000 per year but not to
exceed 325 shares per quarter. No compensation expense is recorded in connection with the
ESPP and the tables in this note exclude the impact of the ESPP unless otherwise noted. At the
2006 Annual Meeting of Shareholders, the Company’s shareholders approved an amendment to
the ESPP pursuant to which 500,000 additional shares were added to the ESPP, increasing the
number of shares available under the plan to 1,000,000. As of December 31, 2006, we had issued
393,992 shares over the life of the ESPP and the number of shares available for future issuance
under the ESPP was 606,008.