El Pollo Loco 2015 Annual Report Download - page 107

Table of Contents
Equity Grants
All of our outstanding equity awards are governed by our 2014 Omnibus Equity Incentive Plan (the “2014 Plan”). Prior to the adoption of the
2014 Plan we maintained the 2005 Stock Option Plan (the “2005 Plan”) and 2012 Stock Option Plan (the “2012 Plan”), both of which provided
for the issuance of stock options. In addition, option awards were outstanding under certain exchange option award agreements relating to the
exchange of options of the former EPL Holdings, Inc., at the time of its purchase by us (all awards under the 2005 Plan, 2012 Plan and such
exchange options, the “Prior Awards”). Upon the adoption of the 2014 Plan, Prior Awards became governed by the 2014 Plan and their
respective award or exchange agreements, to the extent that the terms of such agreements are not inconsistent with the 2014 Plan. No further
awards under the 2005 Plan and 2012 Plan will be made.
Options Previously Granted Under 2012 Stock Option Plan
In 2012, we adopted the 2012 Plan in order to advance our interests by providing for grants of stock options to certain individuals. Generally,
50% of these options vest 25% on each of the first four anniversaries of grant. The initial grants in 2012 were a one-time exception, with a
portion of the grants vesting at the time of grant. The remaining 50% vest 25% per year, based on achievement of Consolidated EBITDA (as
such term is defined in the 2013 First Lien Credit Agreement) targets for such year or in some circumstances of cumulative Consolidated
EBITDA targets over multiple years. Such options will expire no later than the 10th anniversary after grant. Generally, upon an employee’s
termination of employment with us, the employee will have 90 days following the date of such termination to exercise any portion of the
options. If the employee’s termination is due to his total and permanent disability or death, the employee or his estate, as applicable, may
exercise any portion of the options for six months. In no event will an employee be entitled to exercise the option after its original expiration
date. All options will be forfeited if an employee’s employment is terminated for cause. We also granted options with strike prices in excess of
the fair market value of our stock on the date of grant. These premium options were intended as a further stretch incentive to encourage growth
that meets or exceeds the premium level.
Options Granted Under 2014 Plan
There were no grants of stock options to NEOs in 2014.
Other Benefits
In 2014 and 2013, our NEOs were provided with certain limited fringe benefits that we believe are commonly provided to similarly situated
executives in the market in which we compete for talent and therefore are important to our ability to attract and retain top-level executive
management. These benefits include a monthly automobile allowance and a gas card allowance. The amounts paid to NEOs in 2013 and 2014 in
respect of these benefits is reflected above in the “—Summary Compensation Table” section under the “All Other Compensation” heading.
All employees are eligible to participate in broad-based and comprehensive employee benefit programs, including medical, dental, vision, life
and disability insurance and a 401(k) plan. Our named executive officers are eligible to participate in these plans generally on the same basis as
our other employees. We do not sponsor or maintain any deferred compensation or supplemental retirement plans in addition to our 401(k) plan.
Our 401(k) plan provides substantially all employees with the ability to make pre- or post-tax retirement contributions in accordance with
applicable IRS limits. Matching contributions are provided in an amount equal to 100% of the first 3% of elective contributions and 50% of the
next 2% of contributions by the employee. The 401(k) plan matching contributions provided to our named executive officers in 2013 and 2014
are reflected above in the “Summary Compensation Table” section under the “All Other Compensation” heading.
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