Staples 2013 Annual Report Download - page 68

59
The "Termination Following Change-in-Control" column includes:
Cash Severance Payments. For Mr. Sargent, amounts represent the continuation of salary and bonus for 36 months
and for Ms. Komola and Messrs. Doody, Parneros and Wilson, amounts represent the continuation of salary and bonus
for 18 months.
• Value of Accelerated Vesting of Incentive Compensation. For all named executive officers, amounts represent
the target value of the 2013-2015 performance share awards. For all named executive officers, other than Mr. Wilson,
amounts also include (i) the instrinsic value of all unvested stock options, restricted stock and, other than Ms. Komola,
2010 Special Performance and Retention Share Awards, each as of fiscal year end, (ii) with respect to the 2013-2014
long term cash awards, the target value of the award attributable to the 2014 plan year and (iii) with respect to the
2012-2014 long term cash award, the target value of the award for the three year performance period.
• Continuation of Benefits. The continuation of benefits represents health and dental insurance coverage for the
severance period, as well as executive life insurance. For Messrs. Sargent and Doody, amounts also include the provision
of long-term care coverage beginning at age 65 under a group long-term care insurance plan. The amounts listed are
estimates based on the current policies in place after applying a reasonable benefit cost trend.
Change-in-Control Only
The "Change-in-Control Only" column includes:
• Value of Accelerated Vesting of Incentive Compensation. For all named executive officers other than Mr. Wilson,
amounts represent 25% of the intrinsic value of all unvested stock options as of fiscal year end.
Death or Disability
The "Death or Disability" column includes:
• Value of Accelerated Vesting of Incentive Compensation. For all named executive officers, amounts represent
the target value of the 2013-2015 performance share awards, minus amounts earned for the 2013 fiscal year. In addition,
for all named executive officers, other than Mr. Wilson, amounts include (i) the intrinsic value of all unvested stock
options, the actual value of all restricted stock and, other than Ms. Komola, 2010 Special Performance and Retention
Share Awards, each as of fiscal year end, (ii) with respect to the 2013-2014 long term cash awards, the target value of
the award attributable to the 2014 plan year and (iii) with respect to the 2012-2014 long term cash award, the target value
of the award for the three year performance period (for disability, the named executive officer is eligible for a prorated
award based on number of days employed during the performance cycle).
• Survivor Death Benefit Payout. For all named executive officers, amounts represent payouts of 100% of base
salary for the first year and 50% of base salary for the second and third years, made monthly over a period of three years.
Not included in the table above are the death benefit payouts from insurance policies for which the named executive
officers pay the premiums. Payouts under these policies would be $2,004,000, $2,004,000, and $1,575,000 for Messrs.
Doody and Parneros and Ms. Komola, respectively. Mr. Sargent's life insurance coverage is in the form of a second-to-
die policy providing for payments either upon the latter of his death or his wife's death. For purposes of the table above,
we have assumed that payments under this policy (which would amount to approximately $12,690,000) are not triggered.
• Continuation of Benefits. For Mr. Sargent, amount represents the costs of continuation of executive life insurance
premiums needed to support the $12,690,000 death benefit.
If the termination is due to the named executive officer's disability, he or she would be entitled to receive a distribution from
our SERP, generally in accordance with the plan provisions and any predefined distribution schedule based on the requirements
of Section 409A of the Internal Revenue Code. The named executive officer would also be entitled to receive disability payments
from our disability carriers, if the named executive officer has enrolled in such policy. Disability coverage is generally designed
to replace 60% of the named executive officer's compensation up to $600,000 for each of the named executive officers who
participated in the group disability plan on July 1, 2005. The disability benefit payouts from disability insurance policies for which
the named executive officer pays the premiums are not included in the table above. In addition, executive life insurance premiums
will be continued to age 65 as necessary to support the life insurance coverage in place at the time of disability.
Agreements Affecting Payments
We provide for forfeiture and recovery of undeserved cash, equity and severance compensation from any associate that
engages in misconduct. We also view recoupment as a risk management and asset recovery tool for dealing with particularly
harmful or unethical behaviors such as intentional deceitful acts resulting in improper personal benefit or injury to the company,