DSW 2010 Annual Report Download - page 42

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ITEM 11. EXECUTIVE COMPENSATION.
In accordance with General Instruction G(3), the information contained under the captions “COMPENSATION
OF MANAGEMENT” and “OTHER DIRECTOR INFORMATION, COMMITTEES OF DIRECTORS AND
CORPORATE GOVERNANCE INFORMATION” in the Proxy Statement is incorporated herein by reference.
The “REPORT OF THE COMPENSATION COMMITTEE” shall not be deemed to be incorporated herein by
reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED SHAREHOLDER MATTERS.
In accordance with General Instruction G(3), the information contained under the captions “SECURITY
OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT” and “OTHER DIRECTOR
INFORMATION, COMMITTEES OF DIRECTORS AND CORPORATE GOVERNANCE INFORMA-
TION”, in the Proxy Statement is incorporated herein by reference.
Equity Compensation Plan Table
The following table sets forth additional information as of January 29, 2011, about our Class A Common
Shares that may be issued upon the exercise of options and other rights under our existing equity compensation
plans and arrangements, divided between plans approved by our shareholders and plans or arrangements not
submitted to our shareholders for approval. The information includes the number of shares covered by, and the
weighted average exercise price of, outstanding options, warrants and other rights and the number of shares
remaining available for future grants, excluding the shares to be issued upon exercise of outstanding options,
warrants, and other rights.
Plan Category
Number of Securities
to be Issued
Upon Exercise of
Outstanding Options,
Warrants and Rights
(a)
Weighted-Average
Exercise Price of
Outstanding Options,
Warrants and Rights
(b)
Number of Securities
Remaining Available
for Future Issuance Under
Equity Compensation Plans
(Excluding Securities
Reflected in Column
(a))(c)
Equity compensation plans
approved by security
holders
(1)
............... 3,093,847
(2)
$20.04 4,029,429
Equity compensation plans not
approved by security
holders ................. N/A N/A N/A
Total .................... 3,093,847 $20.04 4,029,429
(1) DSW Inc. 2005 Equity Incentive Plan.
(2) Includes 2,656,955 shares issuable pursuant to the exercise of outstanding stock options, 275,625 shares
issuable pursuant to restricted stock units, and 161,267 shares issuable pursuant to director stock units. Since
the restricted stock units and director stock units have no exercise price, they are not included in the weighted
average exercise price calculation in column (b).
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE.
In accordance with General Instruction G(3), the information contained under the caption “CERTAIN
RELATIONSHIPS AND RELATED TRANSACTIONS” in the Proxy Statement is incorporated herein by
reference.
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