Dollar Tree 2015 Annual Report Download - page 84

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Any restricted stock or RSUs awarded are subject to certain general restrictions. The restricted stock shares or units may
not be sold, transferred, pledged or disposed of until the restrictions on the shares or units have lapsed or have been removed
under the provisions of the plan. In addition, if a holder of restricted shares or units ceases to be employed by the Company,
any shares or units in which the restrictions have not lapsed will be forfeited.
The 2003 Non-Employee Director Stock Option Plan (NEDP) provided non-qualified stock options to non-employee
members of the Company's Board of Directors. The stock options were functionally equivalent to the options issued under the
EIP discussed above. The exercise price of each stock option granted equaled the closing market price of the Company’s stock
on the date of grant. The options generally vested immediately. This plan was terminated on June 16, 2011 and replaced with
the Omnibus Plan.
The 2003 Director Deferred Compensation Plan permits any of the Company's directors who receive a retainer or other
fees for Board or Board committee service to defer all or a portion of such fees until a future date, at which time they may be
paid in cash or shares of the Company's common stock, or receive all or a portion of such fees in non-statutory stock
options. Deferred fees that are paid out in cash will earn interest at the 30-year Treasury Bond Rate. If a director elects to be
paid in common stock, the number of shares will be determined by dividing the deferred fee amount by the closing market
price of a share of the Company's common stock on the date of deferral. The number of options issued to a director will equal
the deferred fee amount divided by 33% of the price of a share of the Company's common stock. The exercise price will equal
the fair market value of the Company's common stock at the date the option is issued. The options are fully vested when issued
and have a term of 10 years.
Under the Omnibus Plan, the Company may grant up to 4.0 million shares of its Common Stock, plus any shares available
for future awards under the EIP, EOEP, or NEDP plans, to the Company’s employees, including executive officers and
independent contractors. The Omnibus Plan permits the Company to grant equity awards in the form of incentive stock
options, non-qualified stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance
bonuses, performance units, non-employee director stock options and other equity-related awards. These awards generally vest
over a three-year period with a maximum term of 10 years.
In conjunction with the Acquisition, the Company assumed the Family Dollar Stores, Inc. 2006 Incentive Plan (the "2006
Plan"). The 2006 Plan permits the granting of a variety of compensatory award types, including stock options and performance
share rights.
Restricted Stock
In connection with the Acquisition, unvested Family Dollar RSUs that were outstanding prior to the Acquisition were
converted into unvested Dollar Tree RSUs with the same substantive terms and conditions as were applicable to the Family
Dollar RSUs, in respect of a number of shares of common stock of the Company determined by multiplying the number of
shares of Family Dollar RSUs by 1.0000 (the "Award Exchange Ratio"). The Company converted approximately 0.1 million
unvested Family Dollar RSUs into unvested Dollar Tree RSUs and recognized $2.8 million of expense related to these RSUs in
2015.
The Company granted 0.3 million, 0.5 million and 0.5 million service-based RSUs, net of forfeitures in 2015, 2014 and
2013, respectively, from the Omnibus Plan to the Company’s employees and officers. The fair value of all of these RSUs is
being expensed ratably over the three-year vesting periods, or shorter periods based on the retirement eligibility of certain
grantees. The fair value was determined using the Company’s closing stock price on the date of grant. The Company
recognized $22.6 million, $22.2 million and $21.1 million of expense related to service-based RSUs during 2015, 2014 and
2013, respectively. As of January 30, 2016, there was approximately $24.1 million of total unrecognized compensation
expense related to these RSUs which is expected to be recognized over a weighted-average period of 22 months.
In 2015, the Company granted 0.1 million RSUs from the Omnibus Plan to certain officers of the Company, contingent on
the Company meeting certain performance targets in 2015 and future service of these officers through March 2018. The
Company met these performance targets in fiscal 2015; therefore, the fair value of these RSUs of $11.3 million is being
expensed over the service period or a shorter period based on the retirement eligibility of the grantee. The Company
recognized $8.7 million of expense related to these RSUs in 2015. The fair value of these RSUs was determined using the
Company’s closing stock price on the grant date.
In 2014, the Company granted 0.2 million RSUs from the Omnibus Plan to certain officers of the Company, contingent on
the Company meeting certain performance targets in 2014 and future service of these officers through March 2017. The
Company met these performance targets in fiscal 2014; therefore, the fair value of these RSUs of $10.0 million is being
expensed over the service period or a shorter period based on the retirement eligibility of the grantee. The Company
recognized $1.6 million and $6.7 million of expense related to these RSUs in 2015 and 2014, respectively. The fair value of
these RSUs was determined using the Company’s closing stock price on the grant date.