Eli Lilly 2012 Annual Report Download - page 143

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Grants of Plan-Based Awards During 2012
The compensation plans under which the grants in the following table were made are described in the
“Compensation Discussion and Analysis” and include the bonus plan (a non-equity incentive plan) and the 2002 Lilly
Stock Plan (which provides for PAs, SVAs, stock options, restricted stock grants, and RSUs).
Estimated Possible Payouts Under
Non-Equity
Incentive Plan Awards 1
Estimated Future
Payouts Under Equity
Incentive Plan Awards
All Other
Stock or
Option
Awards:
Number
of
Shares
of Stock,
Options,
or Units
Grant
Date Fair
Value of
Equity
AwardsName Award Grant Date
Compensation
Committee
Action Date Threshold ($) Target ($) Maximum ($) Threshold (# shares) Target (# shares) Maximum (# shares)
Dr. Lechleiter — — $52,500 $2,100,000 $4,200,000
2012-2013 PA 2/6/2012 212/12/2011 52,462 104,924 157,386 $1,875,000
2012-2014 SVA 2/6/2012 312/12/2011 56,775 141,938 198,713 $3,750,000
—
Mr. Rice — — $22,275 $891,000 $1,782,000
2012-2013 PA 2/6/2012 212/12/2011 26,581 53,162 79,743 $950,000
2012-2014 SVA 2/6/2012 312/12/2011 28,766 71,915 100,681 $1,900,000
—
Dr. Lundberg — — $22,016 $880,650 $1,761,300
2012-2013 PA 2/6/2012 212/12/2011 20,985 41,970 62,955 $750,000
2012-2014 SVA 2/6/2012 312/12/2011 22,710 56,775 79,485 $1,500,000
—
Mr. Armitage — — $16,818 $672,720 $1,345,440
2012-2013 PA 2/6/2012 212/12/2011 13,990 27,980 41,970 $500,000
2012-2014 SVA 2/6/2012 312/12/2011 15,140 37,850 52,990 $1,000,000
—
Mr. Conterno — — $12,553 $502,125 $1,004,250
2012-2013 PA 2/6/2012 212/12/2011 13,990 27,980 41,970 $500,000
2012-2014 SVA 2/6/2012 312/12/2011 15,140 37,850 52,990 $1,000,000
—
1 These columns show the threshold, target, and maximum payouts for performance under the bonus plan. As
described in the section titled “Cash Incentive Bonuses” in the “Compensation Discussion and Analysis,” bonus-
payouts range from 0 to 200 percent of target. The bonus payment for 2012 performance was 142 percent of
target, and is included in the “Summary Compensation Table” in the column titled “Non-Equity Incentive Plan
Compensation.”
2 This row shows the range of payouts for 2012-2013 PA grants as described in the section titled “Equity Incentives
—Performance Awards” in the “Compensation Discussion and Analysis.” The 2012-2013 PA will pay out in
January 2014 based on cumulative adjusted non-GAAP EPS for 2012 and 2013. Payouts will range from 0 to
150 percent of target and will be in the form of RSUs, vesting in February 2015. The grant-date fair value of the PA
reflects the probable payout outcome anticipated at the time of grant, which was less than the target value.
3 This row shows the range of payouts for 2012-2014 SVA grants as described in the section titled “Equity Incentives
—Shareholder Value Awards” in the “Compensation Discussion and Analysis.” The 2012-2014 SVA payout will be
determined in January 2015. SVA payouts range from 0 to 140 percent of target. We measure the fair value of the
SVA unit on the grant date using a Monte Carlo simulation model.
To receive a payout under the PA or the SVA, a participant must remain employed with the company through the end
of the relevant performance period (except in the case of death, disability, or retirement). In addition, an employee
who was an executive officer at the time of the 2012-2013 PA grant will receive payment in RSUs according to the
chart titled “Performance and Holding Periods for PAs and SVAs” in the “Compensation Discussion and Analysis.”
SVAs granted in 2012 will pay out in common stock at the end of the three-year performance period according to the
grid in the section of the “Compensation Discussion and Analysis” titled “Equity Incentives—Shareholder Value
Awards,” provided the participant is still employed with the company (except in the case of death, disability, or
retirement). No dividends accrue on either PAs or SVAs during the performance period. Non-preferential dividends
accrue during the earned PA’s one-year restriction period (following the two-year performance period) and are paid
upon vesting.