Pier 1 2013 Annual Report Download - page 95

Non-Employee Director Compensation for the Fiscal Year Ended March 2, 2013
Fees Paid to Directors
Directors who are Pier 1 Imports employees do not receive any compensation for their board activities. Non-
employee directors receive an annual cash retainer of $150,000. In addition, the audit committee chair and
compensation committee chair each receive an additional annual cash retainer of $25,000; the nominating and
corporate governance committee chair receives an additional annual cash retainer of $10,000; and the non-executive
chairman of the board of directors receives an additional annual cash retainer of $75,000. The annual retainers for
fiscal 2013 were paid monthly in arrears. For fiscal 2013, non-employee directors did not receive additional fees for
attending meetings, nor did they receive stock option or restricted stock grants. During fiscal 2013, each non-
employee director was eligible to participate in the Pier 1 Imports’ Director Deferred Stock Unit Program, the Pier 1
Imports, Inc. Stock Purchase Plan and the Pier 1 Imports, Inc. Deferred Compensation Plan.
During fiscal 2013, all of Pier 1 Imports’ non-employee directors, other than Ms. Babrowski, participated in
Pier 1 Imports’ Director Deferred Stock Unit Program. The program provided an optional deferral of up to 100% of
the annual cash retainer fees. Deferred director annual retainer fees (but not committee chair or chairman annual
retainers) are matched 25% by Pier 1 Imports and the total deferred fees and matching contributions are converted
into an equivalent value of deferred stock units (“DSU’s”) up to a maximum calendar year limit of 375,000 units per
individual. Deferred fees plus matching contributions are converted to DSU’s based on the closing price of Pier 1
Imports’ common stock on the day the fees are payable. The DSU’s are credited to an account maintained by Pier 1
Imports for each non-employee director. Each DSU is the economic equivalent of one share of Pier 1 Imports’
common stock. Each DSU is eligible to receive dividends payable on Pier 1 Imports’ common stock in additional
DSU’s equal to the dividend per share of common stock divided by the closing price of Pier 1 Imports’ common
stock on the dividend payable date. The DSU’s do not have voting rights. The DSU’s will be exchanged one-for-one
for shares of Pier 1 Imports’ common stock on the date the person ceases to be a member of the board of directors
and the shares will be transferred to the person within five business days of such date, except that DSU’s will be
settled in cash to the extent applicable plan limitations at such time preclude issuing Pier 1 Imports’ common stock.
Mses. Babrowski, Bachelder and Smith participated in the Pier 1 Imports, Inc. Stock Purchase Plan during
fiscal 2013. The stock purchase plan is a broad based plan available to all non-employee directors and all eligible
employees. The plan provides that non-employee directors may contribute to the plan all or a portion of their
monthly cash director fees. Pier 1 Imports will contribute to the plan an amount equal to 25% of each non-employee
director’s contribution. The contributed funds are used monthly to purchase shares of Pier 1 Imports’ common stock
based on an average of the NYSE closing prices for Pier 1 Imports’ common stock on each Friday during the month.
Shares purchased are allocated to the accounts of participants in proportion to the funds received from each
respective account. All shares in a participant’s account are automatically distributed to the participant at least once
each calendar year without affecting the participant’s participation in the plan. A participant’s account is credited
with all dividends paid on shares held in his or her account. All cash dividends are reinvested under the plan in
common stock.
None of the non-employee directors participated in the Pier 1 Imports, Inc. Deferred Compensation Plan in
fiscal 2013.
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