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PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The following information appearing in our definitive proxy statement, to be filed no later than 120 days after
April 30, 2009, is incorporated herein by reference:
Information appearing under the heading “Election of Directors,”
Information appearing under the heading “Section 16(a) Beneficial Ownership Reporting Compliance,”
Information appearing under the heading “Board of Directors’ Meetings and Committees” regarding
identification of the Audit Committee and Audit Committee financial experts.
We have adopted a code of business ethics and conduct that applies to our directors, officers and employees,
including our chief executive officer, chief financial officer, principal accounting officer and persons performing
similar functions. A copy of the code of business ethics and conduct is available on our website at
www.hrblock.com. We intend to provide information on our website regarding amendments to or waivers
from the code of business ethics and conduct.
Information about our executive officers as of May 15, 2009, is as follows:
Name, age Current position Business experience since May 1, 2004
Russell P. Smyth,
age 52
President and Chief Executive
Officer
President and Chief Executive Officer since August 2008;
Consultant, equity owner and active board member for
several private equity firms and served on the boards of
several privately held companies from January 2005 to July
2008; President – McDonald’s Europe from January 2003 to
January 2005.
Becky S. Shulman,
age 44
Senior Vice President, Chief
Financial Officer and Treasurer
Chief Financial Officer since November 2007; Senior Vice
President and Treasurer since September 2001.
Jeffrey T. Brown,
age 50
Vice President and Corporate
Controller
Vice President and Corporate Controller since March 2008;
Assistant Vice President and Assistant Controller from August
2005 until March 2008; Director of Corporate Accounting,
from September 2002 to August 2005.
Timothy C. Gokey,
age 47
President, Retail Tax Services* President, Retail Tax Services since June 2004; McKinsey &
Company from 1986 until June 2004.
Tammy S. Serati,
age 50
Senior Vice President, Human
Resources
Senior Vice President, Human Resources since December
2002.
* On May 8, 2009, Mr. Gokey resigned from his positions with all of the Company’s subsidiaries.
ITEM 11. EXECUTIVE COMPENSATION
The information called for by this item is contained in our definitive proxy statement filed pursuant to
Regulation 14A not later than 120 days after April 30, 2009, in the sections entitled “Director Compensation”
and “Executive Compensation” and is incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS
The information called for by this item is contained in our definitive proxy statement filed pursuant to
Regulation 14A not later than 120 days after April 30, 2009, in the section titled “Equity Compensation Plans”
and in the section titled “Information Regarding Security Holders” and is incorporated herein by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information called for by this item is contained in our definitive proxy statement filed pursuant to
Regulation 14A not later than 120 days after April 30, 2009, in the section titled “Employee Agreements,
Change-of-Control and Other Arrangements” and is incorporated herein by reference.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information called for by this item is contained in our definitive proxy statement filed pursuant to
Regulation 14A not later than 120 days after April 30, 2009, in the section titled “Audit Fees” and is
incorporated herein by reference.
H&R BLOCK 2009 Form 10K 79