Foot Locker 2009 Annual Report Download - page 76

Estimated future benefit payments for each of the next five years and the five years thereafter are as
follows:
Pension
Benefits Postretirement Benefits
(in millions)
2010 ........................................ $ 70 $2
2011 ........................................ 61 1
2012 ........................................ 59 1
2013 ........................................ 57 1
2014 ........................................ 55 1
2015–2019 ........................................ 253 4
In February 2007, the Company and its U.S. pension plan, the Foot Locker Retirement Plan, were named as
defendants in a class action in federal court in New York. The Complaint alleged that the Company’s pension plan
violated the Employee Retirement Income Security Act of 1974, including, without limitation, its age
discrimination and notice provisions, as a result of the Company’s conversion of its defined benefit plan to a
defined benefit pension plan with a cash balance feature in 1996. The Company is defending the action
vigorously.
Savings Plans
The Company has two qualified savings plans, a 401(k) Plan that is available to employees whose primary
place of employment is the U.S., and an 1165 (e) Plan that is available to employees whose primary place of
employment is in Puerto Rico. Both plans require that the employees have attained at least the age of
twenty-one and have completed one year of service consisting of at least 1,000 hours. The savings plans allow
eligible employees to contribute up to 40 percent and $9,000 as of January 1, 2010, for the U.S. and Puerto Rico
plans, respectively, of their compensation on a pre-tax basis. The Company matches 25 percent of the first
4 percent of the employees’ contributions with Company stock and such matching Company contributions are
vested incrementally over 5 years for both plans. The charge to operations for the Company’s matching
contribution was $2.7 million, $2.2 million, and $1.8 million in 2009, 2008, and 2007, respectively.
21. Share-Based Compensation
Stock Options
On May 30, 2007, the Company’s shareholders approved the Company’s 2007 Stock Incentive Plan (the ‘‘2007
Stock Plan’’). Upon approval of the 2007 Stock Plan, the Company stated it would no longer grant stock awards
under the 2003 Stock Option and Award Plan (the ‘‘2003 Stock Option Plan’’), the 1998 Stock Option and Award
Plan (the ‘‘1998 Plan’’), and the 2002 Foot Locker Directors’ Stock Plan (the ‘‘2002 Directors’ Plan’’), although
awards previously made under those plans and outstanding on May 30, 2007 continue in effect governed by the
provisions of those plans.
Under the 2007 Stock Plan, stock options, restricted stock, stock appreciation rights (SARs), or other
stock-based awards may be granted to officers and other employees of the Company, including its subsidiaries
and operating divisions worldwide. Nonemployee directors are also eligible to receive awards under this plan.
Options for employees become exercisable in substantially equal annual installments over a three-year period,
beginning with the first anniversary of the date of grant of the option, unless a shorter or longer duration is
established at the time of the option grant. Options for nonemployee directors become exercisable one year from
the date of grant. The maximum number of shares of stock reserved for all awards under the 2007 Stock Plan is
6,000,000. The number of shares reserved for issuance as restricted stock and other stock-based awards cannot
exceed 1,500,000 shares. The options terminate up to ten years from the date of grant.
Under the Company’s 2003 Stock Option Plan and the 1998 Plan, options to purchase shares of common
stock were granted to officers and other employees at not less than the market price on the date of grant. Under
these plans, the Company was authorized to grant to officers and other employees, including those at the
subsidiary level, stock options, SARs, restricted stock or other stock-based awards. Generally, one-third of each
stock option grant becomes exercisable on each of the first three anniversary dates of the date of grant. The
options terminate up to ten years from the date of grant.
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