Cracker Barrel 2012 Annual Report Download - page 47

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terms of 20 and 15 years, respectively. Equipment was not
included. e leases include specied renewal options for up
to 20 additional years.
e Company leases 65 of its stores pursuant to a sale-
leaseback transaction which closed in 2000. Under the
transaction, the land, buildings and building improvements
at the locations were sold and leased back for a term of 21
years. e leases for these stores include specied renewal
options for up to 20 additional years and have certain
nancial covenants related to xed charge coverage for the
leased stores. At August 3, 2012 and July 29, 2011, the
Company was in compliance with all those covenants.
11 SHAREBASED COMPENSATION
Stock Compensation Plans
e Company’s employee compensation plans are adminis-
tered by the Compensation Commiee of the Company’s
Board of Directors (the “Commiee”). e Commiee is
authorized to determine, at time periods within its discretion
and subject to the direction of the Board of Directors, which
employees will be granted awards, the number of shares
covered by any awards granted, and within applicable limits,
the terms and provisions relating to the exercise and vesting
of any awards.
e Company has one active compensation plan, the 2010
Omnibus Incentive Compensation Plan (the “2010 Omnibus
Plan”), for employees and non-employee directors which
authorizes the granting of nonvested stock awards, MSU
Grants, stock options and other types of share-based awards
consistent with the purpose of the plan. e Company
also has stock options and nonvested stock outstanding under
four other compensation plans (“Prior Plans”) in which
no future grants may be made.
2010 Omnibus Plan. e 2010 Omnibus Plan, which was
approved by shareholders on December 1, 2010, authorizes
the following types of awards to all eligible participants:
nonvested stock awards, MSU Grants, stock options, stock
appreciation rights and other share-based awards and
performance awards. e 2010 Omnibus Plan allows the
Commiee to grant awards for an aggregate of 1,500,000
shares of the Company’s common stock. However, this share
reserve is increased by shares awarded under this and Prior
Plans which are forfeited, expired, seled for cash and shares
withheld by the Company in payment of a tax withholding
obligation. Additionally, this share reserve was decreased by
shares granted from Prior Plans aer July 30, 2010 until
December 1, 2010. At August 3, 2012, the number of shares
authorized for future issuance under the Company’s active
plan is 1,256,509.
Prior Plans. Stock options granted under the Cracker
Barrel Old Country Store, Inc. 1989 Stock Option Plan for
Non-employee Directors (“Directors Plan”) expire one year
from the retirement of the director from the Board of
Directors. Stock options granted under the 2000 Non-Execu-
tive Stock Option Plan (“Employee Plan”), the Amended
and Restated Stock Option Plan (the “A&R Plan”) and the
2002 Omnibus Incentive Compensation Plan (“2002
Omnibus Plan”) expire ten years from the date of grant.
e following table summaries the number of outstanding
awards under each plan at August 3, 2012:
2010 Omnibus Plan 374,934
Directors Plan 16,110
Employee Plan 42,546
A&R Plan 205,055
2002 Omnibus Plan 137,384
Other Share-Based Awards. In 2009, the Company
awarded options for the purchase of 25,000 shares of the
Company’s common stock and a nonvested grant of 25,000
shares of the Company’s common stock to an executive.
e stock options and nonvested stock grants were made as
“inducement grants” outside of the Company’s plans
under NASDAQ rules that allow such awards without
shareholder approval. e stock options and 16,666 of the
shares subject to the nonvested stock grant vested over
three years and 8,334 of the shares subject to the nonvested
stock grant vested over a two-year period. At August 3, 2012,
the nonvested grant had fully vested and was no longer
subject to restriction, and the stock options had vested and
become exercisable; however, none of the stock options
had yet been exercised.