Pier 1 2007 Annual Report Download - page 116

Grants of Plan-Based Awards for the Fiscal Year Ended March 3, 2007
During fiscal 2007, Pier 1 maintained a short-term incentive plan for senior executives and key members
of management in which the named executive officers participated. Under the plan, incentive awards in the
form of cash bonuses are paid if Pier 1 attains certain targeted levels of earnings before interest, taxes,
depreciation, and amortization from all domestic and international operations, but not including discontinued
operations nor unusual nor non-recurring charges, each as determined by the compensation committee, or a
subcommittee (“EBITDA”), and the participant is employed at the end of the fiscal year. An executive’s bonus
potential is expressed as a percentage of his annual base salary for the fiscal year. The bonus potential for
Mr. Girouard was 100% of his annual base salary and for Messrs. Turner, Jacobs, Schneider, Walker and
Weatherly was 75% of their annual base salary. The short-term incentive plan is further described in the
Compensation Discussion and Analysis above.
During fiscal 2007, Pier 1 granted under the Pier 1 Imports, Inc. 2006 Stock Incentive Plan two types of
restricted stock awards: time based awards and performance based awards. Time based awards vest 33%, 33%
and 34% each year over a three year period beginning on the first anniversary of the grant date provided that
the participant is employed at the vesting date. Performance based awards vest at the end of fiscal 2009 if Pier
1 achieves a three year cumulative EBITDA target of $331,000,000 for fiscal years 2007, 2008 and 2009, and
participant is employed at the end of the three fiscal years. Time based restricted stock grants for fiscal 2007
to Messrs. Turner, Jacobs, Schneider, Walker and Weatherly were 11,000 shares each. Performance based
restricted stock grants for fiscal 2007 to Messrs. Turner, Jacobs, Schneider, Walker and Weatherly were
12,000 shares each. Mr. Girouard was not awarded any time based or performance based restricted awards in
fiscal 2007. Mr. Weatherly forfeited all of his unvested restricted stock awards (both time and performance
based) upon retirement.
During fiscal 2007, Pier 1 granted under the Pier 1 Imports, Inc. 2006 Stock Incentive Plan non-qualified
stock options of 300,000 to Mr. Girouard and 30,000 each to Messrs. Turner, Jacobs, Schneider, Walker and
Weatherly that vest equally each year over a four year period beginning on the first anniversary of the grant
date. The options terminate 10 years from the date of grant. Messrs. Girouard and Weatherly’s stock option
vesting accelerated upon retirement given Mr. Girouard’s age and Mr. Weatherly’s age and years of service.
The fully vested options may be exercised during the three years following their respective retirements.
Mr. Smith received employment inducement option grants described as Option 1 and Option 2 in the
Compensation Discussion and Analysis above.
The following table sets forth information relating to grants of plan-based awards during the fiscal year
ended March 3, 2007 to the executive officers named in the Summary Compensation Table.
Name
Grant
Date
Meeting
Date
Threshold
($)
Target
($)
Maximum
($)
Threshold
(#)
Target
(#)
Maximum
(#)
All other
Stock
Awards:
Number
of Shares
of Stock
or
Units(3)
(#)
All Other
Option
Awards:
Number of
Securities
Underlying
Options(4)
(#)
Exercise
or Base
Price of
Option
Awards(5)
($/Share)
Grant
Date Fair
Value of
Stock and
Option
Awards(6)
($)
Estimated Future Payouts
Under Non-Equity
Incentive Plan Awards(1)
Estimated Future Payouts
Under Equity Incentive
Plan Awards(2)
Marvin J. Girouard . . . . 06/23/2006 06/22/2006 $100,000 $1,000,000 $1,500,000 0 0 0 0 300,000 $7.55 $1,074,000
Alexander W. Smith . . . 02/19/2007 01/27/2007 $ 0 $ 0 $ 0 500,000 2,000,000 2,000,000 N/A 1,000,000 $6.69 $2,881,100
Charles H. Turner . . . . 06/23/2006 06/22/2006 $ 28,500 $ 285,000 $ 427,500 — 12,000 — 11,000 30,000 $7.55 $ 281,143
Jay R. Jacobs . . . . . . . 06/23/2006 06/22/2006 $ 28,500 $ 285,000 $ 427,500 — 12,000 — 11,000 30,000 $7.55 $ 281,143
Phil E. Schneider . . . . . 06/23/2006 06/22/2006 $ 21,375 $ 213,750 $ 320,625 — 12,000 — 11,000 30,000 $7.55 $ 281,143
David A. Walker . . . . . 06/23/2006 06/22/2006 $ 22,063 $ 220,625 $ 330,938 — 12,000 — 11,000 30,000 $7.55 $ 281,143
E. Mitchell Weatherly . . 06/23/2006 06/22/2006 $ 25,500 $ 255,000 $ 382,500 — 12,000 — 11,000 30,000 $7.55 $ 281,143
(1) As reflected in the Summary Compensation Table no bonus was paid in fiscal 2007 because the threshold
EBITDA of $70,000,000 for Pier 1’s short-term incentive plan for fiscal 2007 was not met. These columns
show the potential value of the payout for each named executive officer under the short-term incentive
plan described above if the threshold, target or maximum EBITDA goals for fiscal 2007 had been met and
the named executive officer was employed at the end of the fiscal year. The target calculation is based on
29