Office Depot 2011 Annual Report Download - page 103

Potential Payments Upon Termination or a Change in Control
Steve Schmidt
Termination
Resulting from
Death
Termination
Resulting from
Disability
(1)
Termination
Resulting from
Retirement
Termination
for Cause
Involuntary
Termination or
Resignation w/
Good Reason
Prior To
Change in
Control
(w/o Cause)
Involuntary
Termination or
Resignation w/
Good Reason
Upon or After
Change in
Control
(w/o Cause)
Termination
for All Other
Reasons
(Voluntary)
Change in Control
without
Termination
(a) (b) (c) (d) (e) (f) (g) (h)
Bonus ................................. $ — $ — $ — $ — $ — $ — $— $ 468,750 (6)
Benefits
Outplacement Services ................ $ — $ — $ — $ — $ — $ 30,000 (7) $— $ —
Long-Term Incentive or Performance Plan
Stock Options (2) .................... $375,835 $375,835 $ — $ — $ — $ 375,835 $— $ 375,835
Restricted Stock (3) .................. $179,166 $179,166 $ — $ — $ — $ 179,166 $— $ 179,166
Cash Severance ......................... $ — $ — $ — $ — $1,503,530 (4) $2,802,759 (5) $— $ —
Total for Mr. Schmidt ................... $555,001 $555,001 $ — $ — $ 1,503,530 $ 3,387,760 $— $1,023,751
(1) Retirement is generally treated as a voluntary termination for all programs and agreements except the 2007 Long-Term Incentive Plan (“2007 LTIP”).
(2) A description of the vesting provisions for stock options under the 2007 LTIP are included later in the “2007 Long-Term Incentive Plan Vesting”
section. Reflects the value of all unvested stock options based on the closing price of the company’s stock on December 30, 2011.
(3) A description of the vesting provisions for restricted stock under the 2007 LTIP are included later in the “2007 Long-Term Incentive Plan Vesting”
section. Reflects the value of all unvested restricted stock based on the closing price of the company’s stock on December 30, 2011.
(4) Reflects a payment under Mr. Schmidt’s Employment Offer Letter dated July 10, 2007, as amended December 31, 2008, equal to the sum of: (i) 1.5
times his base salary in effect on December 30, 2011, (ii) his 2011 pro-rata target bonus, and (iii) the product of 18 and the monthly COBRA premium
on December 30, 2011 for the type of group health plan coverage in effect for Mr. Schmidt on December 30, 2011.
(5) Reflects a payment under Mr. Schmidt’s Change in Control Agreement dated December 16, 2010 equal to the sum of: (i) two times the sum of:
Mr. Schmidt’s base salary (including car allowance) in effect on December 30, 2011 and Mr. Schmidt’s 2011 target bonus, (ii) Mr. Schmidt’s
pro-rated 2011 target bonus, (iii) the product of 18 and the monthly COBRA premium on December 30, 2011 for the type of group health plan
coverage in effect for Mr. Schmidt on December 30, 2011. Under Mr. Schmidt’s Change in Control Agreement, if his termination is due to death or
disability after the change in control, Mr. Schmidt is entitled to his pro¬rated 2011 target bonus, which is $477,764.
(6) Reflects a payment under Mr. Schmidt’s Change in Control Agreement equal to his highest annual bonus earned under the bonus plan with respect to
the 2008, 2009 and 2010 fiscal years; provided that, he was employed by the company at the end of the 2011 fiscal year. Mr. Schmidt’s highest bonus
was earned under the bonus plan during the 2009 fiscal year.
(7) Reflects the value of a 24-month outplacement services package under Mr. Schmidt’s Change in Control Agreement.
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