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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, 2010, is incorporated herein by reference:
쐍Information appearing under the heading “Election of Directors,”
쐍Information appearing under the heading “Section 16(a) Beneficial Ownership Reporting Compliance,”
쐍Information 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, 2010, is as follows:
Name, age Current position Business experience since May 1, 2005
Russell P. Smyth,
age 53
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.
Jeffrey T. Brown,
age 51
Vice President, Interim Chief
Financial Officer and
Corporate Controller
Interim Chief Financial Officer since May 1, 2010; 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.
C.E. Andrews,
age 58
President and Chief Operating
Officer, RSM McGladrey, Inc.
President and Chief Operating Officer, RSM McGladrey since
June 2009; President of SLM Corporation (Sallie Mae) from
May 2007 until September 2008; Chief Financial Officer of
Sallie Mae from 2006 until 2007; Executive Vice President of
Accounting and Risk of Sallie Mae from 2003 until 2005.
Robert J. Turtledove,
age 50
Senior Vice President and
Chief Marketing Officer
Senior Vice President and Chief Marketing Officer since
August 2009; Chief Marketing Officer of TheLadders.com
from June 2007 until June 2009; Chief Concept Officer of
Metromedia Restaurant Group from January 2003 until
February 2007.
Brian J. Woram,
age 49
Senior Vice President and
Chief Legal Officer
Senior Vice President and Chief Legal Officer since
September 2009; Senior Vice President, Chief Legal Officer
and Chief Compliance Officer of Centex Corporation from
2005 until September 2009.
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, 2010, 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, 2010, 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, 2010, in the section titled “Employee Agreements,
Change-of-Control and Other Arrangements” and is incorporated herein by reference.
74 H&R BLOCK 2010 Form 10K