Harris Teeter 2011 Annual Report Download - page 95

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Estimated
Future
Payouts Under
Non-Equity
Incentive Plan
Awards (1)
Estimated
Future Payouts
Under Equity
Incentive Plan
Awards (2)
All Other
Stock Awards:
Number of
Shares of Stock
or Units
Grant Date
Fair Value of
Stock and
Option Awards
Name Grant Date Threshold($) Target(#) (#)(3) ($)(4)
Frederick J. Morganthall, II
Incentive Bonus ................... 11/18/10 72,300 NA NA NA
Performance Shares ............... 11/18/10 NA 8,750 NA 336,350
Restricted Stock .................. 11/18/10 NA NA 8,750 336,350
Fred A. Jackson
Incentive Bonus ................... 11/18/10 — NA NA NA
Performance Shares ............... 11/18/10 NA 4,500 NA 172,980
Restricted Stock .................. 11/18/10 NA NA 4,500 172,980
(1) Amounts shown are estimated threshold payouts for Fiscal 2011 to the NEOs under the Cash Incentive Plan.
Under the applicable performance criteria for the Company and each operating subsidiary, if the Company
or operating subsidiary, as applicable, achieves the predetermined minimum goals, executives are paid a
predetermined percentage of base compensation as Incentive Bonus. The percentage of base compensation
payable as Incentive Bonus increases as the return or profit margin increases. The plans are discussed in greater
detail in the “2011 Cash Incentive Plan Awards” table and the footnotes thereunder.
(2) Amounts shown are estimated target number of performance shares awards that were granted in Fiscal 2011,
assuming Harris Teeter and A&E each meet or exceed their respective operating profit projections, which are
discussed in greater detail in the “Compensation Discussion and Analysis” section. For executives employed
by Harris Teeter and A&E, issuances of performance shares were 100% subject to the applicable company
meeting its respective operating profit projections for Fiscal 2011, while issuances to holding Company
executives were dependent as to 95% on Harris Teeter meeting its operating profit projections and as to 5%
on A&E meeting its operating profit projections. If performance is achieved, these performance shares will
be settled by issuance of restricted stock. Once issued, 25% of these shares of restricted stock vest on each
of the first four anniversaries of the date of the issuance.
(3) Represents number of shares of restricted stock granted in Fiscal 2011. The restricted stock will vest 20% per
year on each of the first five anniversaries of the date of the award.
(4) Represents the grant date fair value of performance shares awards or restricted stock awards, as the case may
be, of such award computed in accordance with FASB ASC Topic 718. The assumptions used in the calculation
of these amounts are included in the note entitled “Stock Options and Stock Awards” in the Notes to
Consolidated Financial Statements included within the Company’s Annual Report on Form 10-K for the fiscal
year ended October 2, 2011, except that for the purposes of this table the estimates of forfeitures related to
service-based vesting conditions have been disregarded. The grant date fair value for performance shares
awards is based on the FASB ASC Topic 718 value of $38.44.
29