Pier 1 2011 Annual Report Download - page 127

Download and view the complete annual report

Please find page 127 of the 2011 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 144

  • 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

100% of the Profit Goal target – 100% of the shares;
96% of the Profit Goal target – 90% of the shares;
92% of the Profit Goal target – 80% of the shares;
88% of the Profit Goal target – 70% of the shares;
84% of the Profit Goal target – 60% of the shares; and
80% of the Profit Goal target – 50% of the shares.
Performance-based restricted stock grants for fiscal 2011 to Mr. Turner were 24,000 shares, to Ms. David were
18,000 shares, to Mr. Humenesky were 12,500 shares and to Ms. Leite were 15,500 shares. The table below only
includes the number of shares that will vest if the fiscal 2011 Profit Goal is achieved (33% of the total number
awarded). In accordance with accounting rules, the remaining shares will have a grant date for accounting purposes
during fiscal 2012 and fiscal 2013 when the Profit Goal targets for each respective fiscal year are established by the
compensation committee.
The restricted stock awards granted in fiscal 2011 are eligible to receive cash dividends during the vesting
period should cash dividends be paid on Pier 1 Imports’ common stock. Pier 1 Imports did not pay any cash
dividends in fiscal 2011 and has not paid any cash dividends since August of 2006. On March 25, 2011, the board of
directors of Pier 1 Imports determined that restricted stock awards granted on or after that date will not be eligible to
receive any cash dividends paid on Pier 1 Imports’ common stock prior to vesting of the shares.
Also, and as set forth in the Compensation Discussion and Analysis above, Mr. Smith received a grant of
187,500 shares of performance-based restricted stock under the Pier 1 Imports, Inc. 2006 Stock Incentive Plan on
February 28, 2010, which vest 62,500 shares upon Pier 1 Imports satisfying the Profit Goal target established by the
compensation committee for fiscal year 2011 and 62,500 shares in each of the following two fiscal years upon Pier 1
Imports satisfying the Profit Goal target established by the compensation committee for the respective fiscal year,
such achievement to be determined upon the filing of Pier 1 Imports’ annual report on Form 10-K for the applicable
fiscal year and, provided that for each fiscal year Mr. Smith is employed on the last day of each such fiscal year. If a
Profit Goal target for a particular fiscal year is partially met, then the number of shares that could vest is adjusted as
follows (with interpolation between the target levels):
100% of the Profit Goal target – 62,500 shares;
96% of the Profit Goal target – 56,250 shares;
92% of the Profit Goal target – 50,000 shares;
88% of the Profit Goal target – 43,750 shares;
84% of the Profit Goal target – 37,500 shares; and
80% of the Profit Goal target – 31,250 shares.
Over each three-year performance (vesting) period, if the targeted Profit Goal is not satisfied in any fiscal year,
those performance-based shares that do not vest may still vest if the sum of consecutive years’ Profit Goals equals
or exceeds the sum of the individual consecutive fiscal year Profit Goal targets.
On April 8, 2011, Mr. Smith and Pier 1 Imports entered into amendments of Mr. Smith’s February 27, 2011
restricted stock awards (time-based and performance-based shares) to eliminate eligibility of the unvested shares to
receive any cash dividends paid on Pier 1 Imports’ common stock.
43