Ross 2006 Annual Report Download - page 67

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49
Item 9B. Other Information.
None
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
Information required by item 401 of Regulation S-K is incorporated herein by reference to the sections entitled “Executive
Officers of the Registrant” at the end of Part I of this report; and to the sections of the Ross Stores, Inc. Proxy Statement for the
Annual Meeting of Stockholders to be held on Thursday, May 24, 2007 (the “Proxy Statement”) entitled “Information Regarding
Nominees and Incumbent Directors.” Information required by Item 405 of Regulation S-K is incorporated by reference to the
Proxy Statement under the section titled “Section 16(a) Beneficial Ownership Reporting Compliance.” We have not made any
material changes to the procedures by which our stockholders may recommend nominees to the Board of Directors. Information
required by Item 407(d)(4) and (d)(5) of Regulation S-K is incorporated by reference to the Proxy Statement under the section
entitled “Information Regarding Nominees and Incumbent Directors” under the caption “Audit Committee.”
Our Board of Directors has adopted a Code of Ethics for Senior Financial Officers that applies to the Company’s Chief Executive
Officer, Chief Operations Officer, Chief Administrative Officer, Chief Financial Officer, Vice President Controller, Vice President
Treasurer, Vice President Investor and Media Relations, and other positions that may be designated by the Company. The code
is posted on the Company’s website (www.rossstores.com). We intend to disclose any future amendments to our Code of Ethics
for Senior Financial Officers by posting any changed version on the same website.
Item 11. Executive Compensation.
The information required by item 402 of Regulation S-K is incorporated herein by reference to the sections of the Proxy Statement
entitled “Executive and Director Compensation” under the captions “Compensation Discussion and Analysis,” “Summary
Compensation Table,” “Discussion of Summary Compensation,” “All Other Compensation,” “Perquisites,” “Potential Payments
Upon Termination or Change In Control,” “Grants of Plan Based Awards During Fiscal Year,” “Outstanding Equity Awards at Fiscal
Year-End,” “Option Exercises and Stock Vested,” “Non-Qualified Deferred Compensation” and “Compensation of Directors.”
The information required by items 407(e)(4) and (e)(5) of Regulation S-K are incorporated herein by reference to the sections of
the Proxy Statement entitled “Compensation Committee Interlocks and Insider Participation” and “Compensation Committee
Report.”