Mondelez 2014 Annual Report Download - page 113

Table of Contents
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
Information required by this Item 10 is included under the heading “Executive Officers of the Registrant” in Part I, Item 1 of this
Form 10-K, as well as under the headings “Election of Directors,” “Corporate Governance - Governance Guidelines and Codes of
Conduct,” “Corporate Governance - Section 16(a) Beneficial Ownership Reporting Compliance” and “Board Committees and
Membership - Audit Committee” in our definitive Proxy Statement for our Annual Meeting of Shareholders scheduled to be held on
May 20, 2015 (“2015 Proxy Statement”). All of this information from the 2015 Proxy Statement is incorporated by reference into this
Annual Report.
The information on our Web site is not, and shall not be deemed to be, a part of this Annual Report or incorporated into any other
filings we make with the SEC.
Item 11. Executive Compensation.
Information required by this Item 11 is included under the headings “Board Committees and Membership - Human Resources and
Compensation Committee,” “Compensation of Non-Employee Directors,” “Compensation Discussion and Analysis,” “Executive
Compensation Tables” and “Human Resources and Compensation Committee Report for the Year Ended December 31, 2014” in
our 2015 Proxy Statement. All of this information is incorporated by reference into this Annual Report.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
The number of shares to be issued upon exercise or vesting of awards issued under, and the number of shares remaining available
for future issuance under, our equity compensation plans at December 31, 2014 were:
Equity Compensation Plan Information
Information related to the security ownership of certain beneficial owners and management is included in our 2015 Proxy Statement
under the heading “Ownership of Equity Securities” and is incorporated by reference into this Annual Report.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
Information required by this Item 13 is included under the headings “Corporate Governance - Director Independence” and
“Corporate Governance - Review of Transactions with Related Persons” in our 2015 Proxy Statement. All of this information is
incorporated by reference into this Annual Report.
Item 14. Principal Accountant Fees and Services.
Information required by this Item 14 is included under the heading “Board Committees and Membership - Audit Committee” in our
2015 Proxy Statement. All of this information is incorporated by reference into this Annual Report.
110
Number of Securities
Remaining Available for
Number of Securities to
Future Issuance under
be Issued Upon Exercise
Weighted Average
Equity Compensation
of Outstanding
Exercise Price of
Plans (excluding
Options, Warrants
Outstanding Options,
securities reflected
and Rights (1)
Warrants and Rights
in column (a)) (2)
(a)
(b)
(c)
Equity compensation plans
approved by security holders
64,236,073
$
24.19
90,575,662
(1)
Includes vesting of deferred stock units and long
-
term incentive plan stock.
(2) Includes 45,806,803 options and deferred stock units and 44,768,859 shares of restricted stock available for issuance under the Amended and
Restated 2005 Performance Incentive Plan.