Pier 1 2009 Annual Report Download - page 149

Download and view the complete annual report

Please find page 149 of the 2009 Pier 1 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.

Page out of 173

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160
  • 161
  • 162
  • 163
  • 164
  • 165
  • 166
  • 167
  • 168
  • 169
  • 170
  • 171
  • 172
  • 173

All other
Stock All Other
Awards: Option Grant
Number Awards: Exercise Date Fair
Estimated Future Payouts Estimated Future Payouts of Shares Number of or Base Value of
Under Non-Equity Under Equity Incentive of Stock Securities Price of Stock and
Incentive Plan Awards(1) Plan Awards or Underlying Option Option
Grant Meeting Threshold Target Maximum Threshold Target Maximum Units(2) Options(3) Awards(4) Awards(5)
Name Date Date ($) ($) ($) (#) (#) (#) (#) (#) ($/Share) ($)
Alexander W. Smith .... N/A N/A $105,000 $1,050,000 $1,575,000 N/A 0 0 N/A N/A
Charles H. Turner ..... 04/11/2008 03/25/2008 $ 34,500 $ 345,000 $ 517,500 N/A 15,000 45,000 $7.45 $268,125
Gregory S. Humenesky . . 04/11/2008 03/25/2008 $ 24,750 $ 247,500 $ 371,250 N/A 15,000 45,000 $7.45 $268,125
Jay R. Jacobs ........ 04/11/2008 03/25/2008 $ 31,500 $ 315,000 $ 472,500 N/A 15,000 45,000 $7.45 $268,125
Sharon M. Leite ...... 04/11/2008 03/25/2008 $ 24,750 $ 247,500 $ 371,250 15,000 45,000 $7.45 $268,125
David A. Walker ...... 04/11/2008 03/25/2008 N/A N/A N/A N/A 10,000 35,000 $7.45 $196,125
(Employment ended
August 15, 2008)
(1) As noted above, no short-term incentive compensation was earned for fiscal 2009. 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 amount of the Profit Goal for fiscal 2009 had been met and the named executive officer was employed at the
end of the fiscal year. Mr. Walker was not employed at the end of the fiscal year. The target calculation is based on the
named executive officer’s fiscal 2009 annual base salary as of the last day of the fiscal year—February 28, 2009. The fiscal
2009 annual base salary in effect for cash incentive award calculations for Mr. Smith was $1,050,000; for Mr. Turner was
$460,000; for Mr. Humenesky was $330,000; for Mr. Jacobs was $420,000; and for Ms. Leite was $330,000.
(2) This column shows the number of time-based restricted stock awards granted to the named executive officer in fiscal 2009
pursuant to the Pier 1 Imports, Inc. 2006 Stock Incentive Plan. These awards vest 33%, 33% and 34% respectively on each
anniversary of the grant date provided that the named executive officer is employed on the vesting date. The restricted
stock award agreement permits an employee to satisfy his income tax withholding obligations up to the minimum statutory
rate by electing to require Pier 1 Imports to purchase unrestricted shares otherwise deliverable. Mr. Walker forfeited this
restricted stock award upon his termination of employment with Pier 1 Imports on August 15, 2008.
(3) This column shows the number of non-qualified stock options granted to the named executive officer in fiscal 2009
pursuant to the Pier 1 Imports, Inc. 2006 Stock Incentive Plan. All of these options become exercisable in annual
installments of 25% on each of the four anniversaries of the date of grant, except that they become fully exercisable upon
retirement, death, or disability. The stock option award agreement permits an employee to tender previously owned shares
to pay the exercise price of an option and permits an employee to satisfy his income tax withholding obligations up to the
minimum statutory rate by the delivery of previously owned shares or the withholding of shares otherwise issuable upon
exercise of the option. Options terminate (i) at the time of termination of employment if the employment ends without
Pier 1 Imports’ consent, (ii) the earlier of expiration of the option term or the 91st day after the date of termination in the
case of termination with the consent of Pier 1 Imports, (iii) the earlier of expiration of the option term or one year after
death or disability, or (iv) the earlier of expiration of the option term, or three years after retirement (defined to be age 65
or over, or age 55 or over with at least 15 years of employment with Pier 1 Imports). Upon retirement, the option award
becomes fully vested. Mr. Walker’s employment with Pier 1 Imports ended on August 15, 2008 and this option became
100% vested upon his date of termination and exercisable for three years following the date of termination given his age
and years of service as of that date.
(4) This column shows the exercise price for the stock options granted, which was the closing market price of Pier 1 Imports’
common stock on April 11, 2008.
(5) This column shows the full grant date fair value of the time-based restricted stock awards and the stock options to the
named executive officers under SFAS 123R in fiscal 2009. Generally, the full grant date fair value is the amount that Pier 1
Imports would expense in its financial statements over the award’s vesting schedule. As Mr. Walker was retirement eligible
under the provisions of his stock option grant agreement under the Pier 1 Imports, Inc. 2006 Stock Incentive Plan (given
his age and years of employment with Pier 1 Imports), the fair value of his stock option award was expensed in its entirety
in fiscal 2009. The grant date fair value of the restricted stock awards was based on the closing price of Pier 1 Imports’
common stock on the date of grant of $7.45. For stock options, grant date fair value was calculated using the Black Scholes
model value on the date of grant as $3.48. For additional information on the valuation assumptions, refer to note #8 to the
Pier 1 Imports, Inc. consolidated financial statements in Pier 1 Imports’ Annual Report on Form 10-K for the fiscal year
ended February 28, 2009 (the ‘‘2009 Form 10-K’’). These amounts reflect Pier 1 Imports’ accounting expense and do not
necessarily correspond to the actual value that will be recognized by the named executive officers.
51