Chipotle 2008 Annual Report Download - page 100

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NON-QUALIFIED DEFERRED COMPENSATION FOR 2008
Our Supplemental Deferred Investment Plan permits eligible management employees who elect to
participate in the plan, including our executive officers, to make contributions to deferral accounts once the
participant has maximized his or her contributions to our 401(k) plan. Contributions are made on the participant’s
behalf through payroll deductions from 1 percent to 50 percent of the participant’s monthly base compensation,
which are credited to the participant’s “Supplemental Account,” and from 1 percent to 100 percent of awards
under the AIP, which are credited to the participant’s “Deferred Bonus Account.” We also match contributions at
the rate of 100 percent on the first 3 percent of contribution and 50 percent on the next 2 percent of contribution,
provided, however, that we only match contributions to a participant’s Deferred Bonus Account if the participant
contributes to his or her Supplemental Account. Amounts contributed to a participant’s deferral accounts are not
subject to federal income tax at the time of contribution. Amounts credited to a participant’s deferral accounts
fluctuate to track a variety of available investment choices selected by the participant, and are fully vested at all
times following contribution.
Participants may elect to receive distribution of amounts credited to either or both of the participant’s
Supplemental Account or Deferred Bonus Account, in either (1) a lump sum amount paid from two to six years
following the end of the year in which the deferral is made, subject to a one-time opportunity to postpone such
lump sum distribution, or (2) a lump sum or installment distribution following termination of the participant’s
service with us, with installment payments made in accordance with the participant’s election on a monthly,
quarterly or annual basis over a period of up to 15 years following termination, subject to a one-time opportunity
to change such distribution election within certain limitations. Distributions in respect of one or both of a
participant’s deferral accounts are subject to federal income tax as ordinary income in the year the distribution is
made.
Amounts credited to participants’ deferral accounts are un-funded, unsecured general obligations of ours to
pay in the future the value of the accounts.
The table below presents contributions by each executive officer, and our matching contributions, to the
Chipotle Supplemental Deferred Investment Plan during 2008, as well as each executive officer’s earnings under
the plan and ending balances in the plan on December 31, 2008.
Name
Executive
Contributions
in Last FY(1)
Registrant
Contributions
in Last FY(2)
Aggregate
Earnings/(Loss)
in Last FY(3)
Aggregate
Withdrawals/
Distributions
Aggregate
Balance
at Last FYE(4)
Steve Ells ....................... $ 95,087 $76,069 $ 4,012 $66,090 $175,138
Monty Moran .................... $ 54,730 $43,784 $(53,027) — $ 95,194
Jack Hartung ..................... $409,067 $32,725 $ 18,813 — $660,579
Bob Wilner ...................... $ 70,919 $18,912 $ (7,294) — $110,026
Bob Blessing ..................... $ 37,245 $18,622 $(11,608) $25,367 $ 37,435
Rex Jones ....................... $104,853 $20,971 $(42,851) — $129,510
(1) These amounts are reported in the Summary Compensation Table as part of each executive’s Salary for
2008.
(2) These amounts are reported in the Summary Compensation Table as part of each executive’s All Other
Compensation for 2008.
(3) These amounts are not reported as compensation in the Summary Compensation Table because none of the
earnings are “above market” as defined in SEC rules.
(4) These amounts include amounts reported in the Summary Compensation Table as Salary or All Other
Compensation for years prior to 2008 (ignoring for purposes of this footnote any investment losses on
balances in the plan), in the following aggregate amounts: $64,500 for Mr. Ells, $47,371 for Mr. Moran,
$195,168 for Mr. Hartung, and $26,767 for Mr. Wilner.
37
Proxy Statement