Goldman Sachs 2004 Annual Report Download - page 100

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notes฀to฀consolidated฀financial฀statements
98฀฀฀G O L D M A N ฀ S A C H S ฀ 2004฀ ANNUAL฀REPO RT
98฀฀฀G O L D M A N ฀ S A C H S ฀ 2 004฀ A N N U A L ฀ R E P O RT
The following table sets forth benefits projected to be paid
from the firm’s U.S. and non-U.S. defined benefit pension and
postretirement plans and reflects expected future service,
where appropriate:
฀ U.S.฀ NON-U.S.฀ POST-฀
(IN฀MILLIONS)฀ PENSION฀ PENSION฀ RETIREMENT
2005 $฀฀6฀ $฀฀5฀ $฀฀7
2006 6฀ 6฀ 7
2007 7฀ 6฀ 8
2008 8฀ 6฀ 8
2009 9฀ 6฀ 9
2010-2014 62฀ 33฀ 49
DEFINED฀CONTRIBUTION฀ PLANS
The firm contributes to employer-sponsored U.S. and non-
U.S. defined contribution plans. The firm’s contribution to
these plans was $189 million, $199 million and $154 million
for the years ended November 2004, November 2003 and
November 2002, respectively.
The firm maintained a nonqualified defined contribution plan
(the Plan) for certain senior employees. Shares of common stock
contributed to the Plan and outstanding as of November 2004
were 0.1 million. Remaining shares were distributed to partici-
pants and there were no remaining assets in the plan as of
January 2005. Plan expense was immaterial for the years ended
November 2004, November 2003 and November 2002.
NOTE฀12
Employee Incentive Plans
STOCK฀INCENTIVE฀ PLAN
The firm sponsors a stock incentive plan, The Goldman Sachs
Amended and Restated Stock Incentive Plan (the Amended SIP),
which provides for grants of incentive stock options, nonquali-
fied stock options, stock appreciation rights, dividend equivalent
rights, restricted stock, restricted stock units and other stock-
based awards. In the second quarter of fiscal 2003, the Amended
SIP was approved by the firm’s shareholders, effective for grants
after April 1, 2003, and no further awards were or will be made
under the original plan after that date, although awards granted
under the original plan prior to that date remain outstanding.
The total number of shares of common stock that may be issued
under the Amended SIP through fiscal 2008 may not exceed
250 million shares and, in each fiscal year thereafter, may not
exceed 5% of the issued and outstanding shares of common
stock, determined as of the last day of the immediately preceding
fiscal year, increased by the number of shares available for awards
in previous fiscal years but not covered by awards granted in such
years. As of November 2004 and November 2003, 218.9 million
and 236.8 million shares, respectively, were available for grant
under the Amended SIP, after taking into account stock-based
compensation awards that were issued subsequent to year end,
as part of year-end compensation.
OTHER฀COMPENSATION฀ ARRANGEMENTS
In November 2004, the firm adopted new deferred compensa-
tion plans for eligible employees for fiscal 2005. In general,
under the plans, participants will be able to defer payment of a
portion of their cash year-end compensation. During the defer-
ral period, participants will be able to nominally invest their
deferrals in certain alternatives available under the plans.
Generally, under current tax law, participants will not be subject
to income tax on amounts deferred or on any notional invest-
ment earnings until the returns are distributed, and the firm will
not be entitled to a corresponding tax deduction until the
amounts are distributed.
In November 2004, the firm adopted a discount stock program
through which eligible senior executives may acquire restricted
stock units in fiscal 2005 under the firm’s Amended SIP at an
effective 25% discount. The 25% discount is effected by an
additional grant of restricted stock units equal to one-third of
the number of restricted stock units purchased by qualifying
participants. The purchased restricted stock units will be 100%
vested when granted, but the shares underlying them will not be
able to be sold or transferred (other than to satisfy tax obliga-
tions) before the third anniversary of the grant date. The
remaining shares underlying the restricted stock units will gen-
erally vest in equal installments on the second and third anni-
versaries following the grant date and will not be transferable
before the third anniversary of the grant date.
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