Staples 2012 Annual Report Download - page 61

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EQUITY COMPENSATION PLAN INFORMATION AT 2012 FISCAL YEAR END
Plan category
Number of Securities
to be Issued upon
Exercise of
Outstanding Options,
Warrants and Rights
(a)
Weighted-Average
Exercise Price
of Outstanding
Options,
Warrants and Rights
(b) (1)
Number of Securities
Remaining Available for
Future Issuance under
Equity Compensation
Plans (excluding
securities reflected in
column (a))
(c) (2)
Equity compensation plans
approved by security holders 44,298,364 (3) $ 19.83 21,493,769 (4)
Equity compensation plans not
approved by security holders 8,839 (5) $ 11.96 —
Total 44,307,203 $ 19.82 21,493,769
(1) Weighted-average exercise price calculation excludes outstanding performance share awards and restricted stock units, which do not
have an exercise price.
(2) Does not include up to a maximum of approximately 2,358,836 additional shares that may become available for issuance under the
2004 Plan through the expiration, termination, surrendering, cancellation, forfeiture or settlement of awards granted under the Amended
and Restated 1992 Equity Incentive Plan (the "1992 Plan"), as provided in the 2004 Plan. One-half of the total number of shares of
common stock covered by the 2004 Plan (including any shares that may become available through the 1992 Plan, as described above)
may be granted in the form of restricted stock or other stock-based awards other than options or stock appreciation rights.
(3) Issued pursuant to our Amended and Restated 1990 Director Stock Option Plan, the 1992 Plan and our 2004 Plan. We continue to
grant equity awards only under the 2004 Plan. Includes a number of shares estimated as of our 2012 fiscal year end issuable under
performance share awards and restricted stock units described under the heading "Long-Term Equity Incentives" in the Compensation
Discussion and Analysis section of this proxy statement.
(4) Includes 10,970,270 shares available for issuance under the 2004 Plan as well as 10,523,499 shares available for issuance under our
2012 Employee Stock Purchase Plan (the "ESPP") of which 2,375,049 shares will be issuable in connection with the current ESPP
offering period that ends June 30, 2013, assuming that our associates enroll to the same extent they did during the offering period that
ended on December 31, 2012 and based on a fair market value of $11.48 per share for our common stock on January 2, 2013 (the first
business day of the current offering period). In the event the fair market value of our common stock is less than $11.48 per share on
June 30, 2013, we will issue additional shares for the current offering period.
(5) Includes 8,839 shares issuable in connection with current outstanding options under our 1997 United Kingdom Company Share
Option Plan.
The following option plan has not been approved by our stockholders. We no longer issue any options under this plan,
although options remain outstanding.
1997 United Kingdom Company Share Option Plan
In August 1997, our Board adopted the 1997 United Kingdom Company Share Option Plan (the "UK Option Plan"), pursuant
to which stock options for up to 1,687,500 shares of our common stock could be granted to our associates and our subsidiaries'
associates, other than executive officers and directors. On June 17, 2004, when our stockholders approved our Amended and
Restated 2004 Stock Incentive Plan, we ceased granting stock options under the UK Option Plan. We used the UK Option Plan
to compensate associates working in our United Kingdom businesses. Associates working in our United Kingdom businesses were
also eligible to receive options under our stockholder-approved equity plans. We filed the UK Option Plan with the SEC as an
exhibit to our Annual Report on Form 10-K for the fiscal year ended January 31, 1998.
The UK Option Plan was designed to be approved by the United Kingdom's Department of Inland Revenue so that associates
would not be obligated to pay income tax on the difference between the exercise price of the option and fair market value of our
common stock at the option's exercise date. The Department of Inland Revenue approved the UK Option Plan in January 1998.
Participants in the UK Option Plan could be granted, in the aggregate over the life of the UK Option Plan, up to 30,000 British
pounds of tax-advantaged options. Eligible associates could receive additional non-tax advantaged options under the UK
Option Plan.
The UK Option Plan is administered by our Compensation Committee. Our Compensation Committee is authorized to
adopt, amend and repeal the administrative rules, guidelines and practices relating to the UK Option Plan and to interpret the
provisions of the UK Option Plan. Our Board of Directors may amend, suspend or terminate the UK Option Plan at any time. As
noted above, our Board terminated the UK Option Plan, effective June 17, 2004, with respect to future awards.