Regions Bank 2008 Annual Report Download - page 168

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
All information presented under the caption “VOTING SECURITIES AND PRINCIPAL HOLDERS
THEREOF” of the Proxy Statement is incorporated herein by reference.
Equity Compensation Plan Information
The following table gives information about the common stock that may be issued upon the exercise of
options, warrants and rights under all of Regions’ existing equity compensation plans as of December 31, 2008.
Plan Category
Number of Securities
to be Issued Upon
Exercise of
Outstanding Options,
Warrants and Rights
Weighted Average
Exercise Price of
Outstanding Options,
Warrants and Rights
Number of Securities
Remaining Available for
Future Issuance Under Equity
Compensation Plans
(Excluding Securities
Reflected in First Column)
Equity Compensation Plans Approved by
Stockholders ..................... 19,287,799(a) $28.62 9,159,869(b)
Equity Compensation Plans Not
Approved by Stockholders .......... 33,667,499(c) $27.98 7,585,301(d)
Total ......................... 52,955,298 $28.22 16,745,170
(a) Does not include outstanding restricted stock awards.
(b) Consists of shares available for future issuance under the Regions Financial Corporation 2006 Long Term
Incentive Plan.
(c) Consists of outstanding stock options issued under certain plans assumed by Regions in connection with
business combinations, including 31,581,720 options issued under plans assumed in connection with the
Regions-AmSouth merger, 29,322,537 of which were issued under plans previously approved by AmSouth
stockholders but not pre-merger Regions stockholders. In each instance, the number of shares subject to
option and the exercise price of outstanding options have been adjusted to reflect the applicable exchange
ratio. See Note 18 “Share-Based Payments” to the consolidated financial statements. Does not include
332,845 shares issuable pursuant to outstanding rights under AmSouth deferred compensation plans.
(d) This number of shares consists of shares reserved for future issuance under the AmSouth Stock Option Plan
for Outside Directors and the AmSouth 2006 Long Term Incentive Compensation Plan.
Item 13. Certain Relationships and Related Transactions, and Director Independence
All information presented under the captions “ELECTION OF DIRECTORS—Other Transactions,”
“—Review, Approval or Ratification of Transactions with Related Persons” and “—Director Independence” of
the Proxy Statement are incorporated herein by reference.
Item 14. Principal Accounting Fees and Services
All information presented under the caption “RATIFICATION OF SELECTION OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM” of the Proxy Statement is incorporated herein by reference.
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