Kroger 2014 Annual Report Download - page 47
Download and view the complete annual report
Please find page 47 of the 2014 Kroger annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.45
Equity and Non-equity Incentive Awards
The following table describes the treatment of equity and non-equity incentive awards following a
terminationofemploymentorchangeincontrolofKroger.Ineachcase,thecontinuedvesting,exercisability
oreligibilityfortheincentiveawardswillendiftheparticipantprovidesservicestoacompetitorofKroger.
Triggering Event Stock Options Restricted Stock Performance Units(1) Long-Term Cash Bonus(1)
Involuntary
Termination
Forfeitallunvested
options.Previously
vested options remain
exercisableforthe
shorter of one year
after termination or the
remainderofthe10-year
term.
Forfeitallunvestedshares Forfeitallrightsto
performance units for
which the three year
performance period has
not ended
Forfeitallrightstobonuses
for which the three year
performance period has
not ended
Voluntary Termination/
Retirement
Forfeitallunvested
options. Vested options
remainexercisablefor
the shorter of one year
after termination or the
remainderofthe10-year
term.
Forfeitallunvestedshares Forfeitallrightsto
performance units for
which the three year
performance period has
not ended
Forfeitallrightstobonuses
for which the three year
performance period has
not ended
- Prior to minimum
age and years of
service(2)
Voluntary Termination/
Retirement
Unvestedoptions
continue vesting on the
original schedule. All
optionsareexercisable
for remainder of the
original10-yearterm.
Forfeitallunvestedshares
grantedpriorto2013.
Vesting continues on
the original schedule for
awards granted during or
after2013.
Prorataportionof
unitsearnedbasedon
performance results over
thefullthree-yearperiod
Prorataportionof
bonusearnedbasedon
performance results over the
fullthree-yearperiod
- After minimum
age and years of
service(2)
Death
Unvestedoptionsare
immediately vested and
exercisable.Alloptions
areexercisablefor
remainder of the original
10-yearterm.
Unvestedshares
immediately vest
Prorataportionof
unitsearnedbasedon
performance results
through the end of the
fiscal year in which death
occurs. The performance
period is shortened to
end on the last day of
such fiscal year.
Prorataportionof
bonusearnedbasedon
performance results through
the end of the fiscal year
in which death occurs.
The performance period is
shortened to end on the last
day of such fiscal year.
Disability
Unvestedoptionsare
immediately vested and
exercisable.Alloptions
areexercisablefor
remainder of the original
10-yearterm.
Unvestedshares
immediately vest
Prorataportionof
unitsearnedbasedon
performance results over
thefullthree-yearperiod
Prorataportionof
bonusearnedbasedon
performance results over the
fullthree-yearperiod
Change in Control(3)
Unvestedoptionsare
immediately vested and
exercisableinfull.
Unvestedshares
immediately vest
50%ofthemaximum
award granted at
thebeginningofthe
performance period
50%ofthemaximumaward
grantedatthebeginningof
the performance period
(1) Theproratedamountisequaltothenumberofweeksofactiveemploymentduringtheperformance
perioddividedbythetotalnumberofweeksintheperformanceperiod.
(2) Theminimumservicerequirementforallawardsis5years.Theminimumagerequirementisage62for
stockoptionsandrestrictedstockandage55forperformanceunitsandthelong-termcashbonus.
(3) These benefits are payable upon a change in control of Kroger with or without a termination
of employment.