Cincinnati Bell 2006 Annual Report Download - page 61

Grants of Plan-Based Awards
The following table sets forth information concerning option grants to the Named Executive Officers during the fiscal year ended December 31, 2006 as
well as estimated future payouts under cash incentive plans:
Grant of Plan-Based Awards in 2006 Fiscal Year
Name
Grant
Date
Estimated Future Payouts
Under Non-Equity Incentive
Plan Awards
Estimated Future Payouts
Under Equity Incentive Plan
Awards (a)
All Other
Stock Awards:
Number of
Shares of
Stock or Units
(#)
All Other
Option Awards:
Number of
Securities
Underlying
Options
(#) (b)
Exercise
or Base
Price of
Option
Awards
($/Sh)
Closing
Price of
Company
Shares
on Grant
Date
($/Sh)
Grant Date
Fair Value
of Stock
and Option
Awards
($) (c)
Threshold
($)
Target
($)
Maximum
($)
Threshold
(#)
Target
(#)
Maximum
(#)
John F. Cassidy ........ 01/27/06 — — — — — — — 85,000 3.49 3.48 92,208
12/08/06 — — — — — — — 574,350 4.735 4.73 935,616 03/27/06 — — — 214,875 286,500 429,750 — — — 4.36 —
Brian A. Ross .......... 12/08/06 — — — — — — — 200,000 4.735 4.73 325,800
03/27/06 — — — 46,875 62,500 93,750 — — — 4.36 —
Rodney D. Dir ......... 12/08/06 — — — — — — — 100,000 4.735 4.73 162,900
03/27/06 — — — 37,500 50,000 75,000 — — — 4.36 —
Michael W. Callaghan . . . N/A — — — — — — — — — — — Christopher J. Wilson .... 12/08/06 — — — — — — — 100,000 4.735 4.73 162,900
03/27/06 — — — 32,625 43,500 65,250 — — — 4.36 —
(a) The Company granted performance units to each of the executives named above, except Mr. Callaghan who retired on December 31, 2006. If the Company
attains the cumulative three-year free cash flow goal for the 2006 – 2008 performance period, each of the executives will be awarded their target units and paid in shares of common stock. If the Company achieves 90% of the cumulative three-year free cash flow goal, each of the executives will be awarded units equal to 75% of their original target unit grant. If the Company achieves 100% of the cumulative three-year cash flow goal, each of the executives will be awarded units equal to 100% of their target unit grant. If the Company’s cumulative three-year free cash flow is 110% or more of the cumulative three-year goal, each of the executives will be awarded units equal to 150% of the original target unit grant. The fair market value of one unit is equivalent to one share of common stock and, as required under the Cincinnati Bell Inc. 1997 Long Term Incentive Plan, is determined by averaging the low and high traded price of the Company’s stock on the NYSE on the date of grant. The average of the high and low price of the Company’s common shares on the NYSE on March 27, 2006 was $4.285.
(b) The material terms of the options granted are: grant type — non-incentive; exercise price — fair market value on grant date; vesting — 28% on the first
anniversary of the original grant date and thereafter at the rate of 3% per month for the next 24 months; term of grant — 10 years; termination — except in the case of death, disability or retirement, any unvested options will be cancelled 90 days following termination of employment.
(c) The amounts set forth in this column represent the amount that will be expensed by the Company over the three-year vesting period. The grant date fair value
was determined using the Black-Scholes option-pricing model. For further discussion of assumptions and valuation, refer to Note 14 to our Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2006.
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Proxy Statement