Staples 2002 Annual Report Download - page 11

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the Fidelity Funds each has sole power to dispose of the 50,374,008 shares owned by the Fidelity Funds. Neither FMR
nor ECJ has sole power to vote or to direct the voting of the shares owned by the Fidelity Funds, which power resides
with the Fidelity Funds’ Boards of Trustees. Fidelity carries out the voting of the shares under written guidelines
established by the Fidelity Funds’ Boards of Trustees. Fidelity Management Trust Company (“FMTC”), a wholly
owned subsidiary of FMR and a bank, is the beneficial owner of 1,430,358 shares as a result of its serving as investment
manager of the institutional account(s). ECJ and FMR, through its control of FMTC, each has sole dispositive power
over the 1,430,358 shares and sole power to vote or to direct the voting of 1,341,508 of the shares, and no power to
vote or to direct the voting of 88,850 of the shares owned by the institutional account(s) described in the immediately
preceding sentence. Strategic Advisers, Inc. (“SA”), a wholly owned subsidiary of FMR and an investment adviser,
is the beneficial owner of 4,185 shares. SA does not have sole power to vote or to direct the voting of the 4,185 shares
held for its clients, and has sole dispositive power over such shares. Geode Capital Management, LLC (“GCM”), an
investment adviser and a wholly owned subsidiary of Fidelity Investors III Limited Partnership (“FILP”), is the
beneficial owner of 21,633 shares. Fidelity Investors Management, LLC (“FIML”) is the general partner and investment
manager of FILP. The managers of GCM, the members of FIML and the limited partners of FILP are stockholders
and employees of FMR. Fidelity International Limited (“FIL”), a Bermudan joint stock company and an investment
adviser, is the beneficial owner of 740,659 shares. FIL has sole power to vote and sole power to dispose of these 740,659
shares. Formerly a majority-owned subsidiary of Fidelity, FIL currently operates as an entity independent of FMR
and Fidelity. A partnership controlled by ECJ and members of his family owns shares of FIL voting stock and ECJ
is Chairman of FIL. Members of the ECJ family are the predominant owners of Class B shares of common stock of
FMR, representing approximately 49% of the voting power of FMR. ECJ owns 12.0% and Abigail Johnson, a Director
of FMR, owns 24.5% of the aggregate outstanding voting stock of FMR. The Johnson family group and all other Class
B shareholders have entered into a shareholders’ voting agreement under which all Class B shares will be voted in
accordance with the majority vote of Class B shares. Accordingly, through their ownership of voting common stock
and the execution of the shareholders’ voting agreement, members of the Johnson family may be deemed, under the
Investment Company Act of 1940, to form a controlling group with respect to FMR. This is based on FMR’s Schedule
13G filed with the Securities and Exchange Commission as of February 14, 2003.
(5) This reflects the securities beneficially owned by the Private Clients and Asset Management business group (“PCAM”)
of Deutsche Bank AG and its subsidiaries and affiliates (collectively, “DBAG”). This does not reflect securities, if any,
beneficially owned by any other business group of DBAG. Consistent with Rule13d-4 under the Securities Exchange
Act of 1934 (“Act”), this shall not be construed as an admission that PCAM is, for purposes of Section 13(d) under the
Act, the beneficial owner of any of the securities. This is based on Deutsche Bank AG’s Schedule 13G filed with the
Securities and Exchange Commission as of February 14, 2003.
(6) Includes 66,857 shares owned by Thomas G. Stemberg 2002 Trust; 200,000 shares owned by Thomas G. Stemberg
2002 Trust #2; and 4,947 shares owned by Mr. Stemberg’s wife.
(7) Includes 54,480 shares owned by Mr. Moriarty’s children and 5,000 shares owned by Cubex Money Purchase Plan
and Trust, a retirement fund established for Mr. Moriarty’s benefit.
(8) Includes 17,083 shares owned by Mr. Trust’s wife; 24,136 shares owned by 1999 MTDT Descendants’ Trust; and
187,895 shares owned by M. Trust 2002 Irrevocable Trust.
(9) Includes 164,005 shares owned by Robert C. Nakasone Trust and 40,000 shares owned by The Nakasone Charitable
Trust.
(10) Includes 165 shares held by Paul F. Walsh, IRA.
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