Yahoo 2007 Annual Report Download - page 126

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Director Compensation Table — Fiscal 2007
A director who is also an employee of Yahoo! receives no additional compensation for serving on the Board or
its committees. The following table shows compensation information for Yahoo!’s non-employee directors for
fiscal 2007.
Name
Fees
Earned or
Paid in
Cash
($)
Stock
Awards
($)
(1)(2)
Option Awards
($)
(3)(4)
Non-Equity
Incentive Plan
Compensation
($)
Change in Pension
Deferred
Compensation
Earnings
All Other
Compensation
($)
Total
($)
Roy J. Bostock .... 0 140,035 359,229
(5)
N/A N/A 0 499,264
Ronald W. Burkle . . 0 140,035 342,011 N/A N/A 0 482,046
Eric Hippeau ...... 0 140,035 356,639
(6)
N/A N/A 0 496,674
Vyomesh Joshi..... 0 140,035 379,485 N/A N/A 0 519,520
Arthur H. Kern .... 0 154,979
(7)
342,011 N/A N/A 0 496,990
Robert A. Kotick . . . 0 140,035 352,739
(8)
N/A N/A 0 492,774
Edward R. Kozel . . . 0 140,035 376,167
(9)
N/A N/A 0 516,202
Mary Agnes
Wilderotter ...... 0 103,736
(10)
102,096
(10)
N/A N/A 0 205,832
Gary L. Wilson .... 0 140,035 342,011 N/A N/A 0 482,046
(1)
Amounts shown in this column reflect the Company’s accounting expense for these awards and do not reflect whether the recipient has
actually realized a financial benefit from the awards (such as by vesting in a restricted stock unit award). This column represents the dollar
amount recognized for financial statement reporting purposes with respect to the 2007 fiscal year for the fair value of restricted stock units
granted to the directors in accordance with Financial Accounting Standard No. 123 (revised 2004), “Share-Based Payment”
(“SFAS 123R”). Pursuant to SEC rules, the amounts shown exclude the impact of estimated forfeitures related to service-based vesting
conditions. No stock awards were forfeited by any of our non-employee directors in 2007. For additional information, refer to Note 12 of
the Yahoo! consolidated financial statements in the 2007 Form 10-K, as filed with the SEC. For information on the valuation assumptions
with respect to grants made prior to 2007, refer to the note on Employee Benefits in Yahoo!’s consolidated financial statements in the
Form 10-K for the respective year.
(2)
Except for Mrs. Wilderotter, who joined the Board on July 26, 2007, each non-employee director listed in the table above was granted an
award of 5,000 restricted stock units on June 12, 2007 under the Directors’ Plan. Each of these awards had a grant date fair value of
$135,250. The outstanding and unvested restricted stock units held by each director at 2007 fiscal year-end: Mr. Bostock (2,500),
Mr. Burkle (2,500), Mr. Hippeau (2,500), Mr. Joshi (2,500), Mr. Kern (2,500), Mr. Kotick (2,500), Mr. Kozel (2,500), Mrs. Wilderotter
(7,500), and Mr. Wilson (2,500).
(3)
Amounts shown in this column reflect the Company’s accounting expense for these awards and do not reflect whether the recipient has
actually realized a financial benefit from the awards (such as by exercising stock options). This column represents the dollar amount
recognized for financial statement reporting purposes with respect to the 2007 fiscal year for the fair value of stock options granted to the
directors. The fair value was estimated using the Black-Scholes option pricing model in accordance with SFAS 123R. Pursuant to SEC
rules, the amounts shown exclude the impact of estimated forfeitures related to service-based vesting conditions. No stock options were
forfeited by any of our non-employee directors in 2007. For additional information, refer to Note 12 of the Yahoo! consolidated financial
statements in the 2007 Form 10-K, as filed with the SEC. For information on the valuation assumptions with respect to grants made prior to
2007, refer to the note on Employee Benefits in Yahoo!’s consolidated financial statements in the Form 10-K for the respective year.
(4)
Except for Mrs. Wilderotter, each non-employee director listed in the table above was granted a stock option to purchase 15,000 shares on
June 12, 2007 under the Directors’ Plan with an exercise price of $27.05. Each of these options had a grant date fair value of $134,576. The
outstanding options held by each director at 2007 fiscal year-end: Mr. Bostock (251,356), Mr. Burkle (430,000), Mr. Hippeau (652,560),
Mr. Joshi (130,000), Mr. Kern (650,885), Mr. Kotick (252,140), Mr. Kozel (290,144), Mrs. Wilderotter (30,000), and Mr. Wilson (343,200).
(5)
In lieu of cash, Mr. Bostock elected to receive payment of his committee chair fees earned during 2007 in the form of options to purchase
the Company’s common stock. Accordingly, Mr. Bostock was granted an option to purchase 161 shares on December 31, 2007 with an
exercise price of $23.26, which had a grant date fair value of $1,377.
(6)
In lieu of cash, Mr. Hippeau elected to receive payment of his committee chair fees for 2007 in the form of options to purchase the
Company’s common stock. Accordingly, Mr. Hippeau was granted an option to purchase 359 shares on March 30, 2007 with an exercise
price of $31.29, which had a grant date fair value of $3,411; an option to purchase 414 shares on June 29, 2007 with an exercise price of
$27.13, which had a grant date fair value of $3,331; an option to purchase 419 shares on September 30, 2007 with an exercise price of
$26.84, which had a grant date fair value of $3,756; and an option to purchase 483 shares on December 31, 2007 with an exercise price of
$23.26, which had a grant date fair value of $4,131.
(7)
In lieu of cash, Mr. Kern elected to receive payment of his committee chair fees for 2007 in the form of restricted stock units. Accordingly,
Mr. Kern was granted an award of 119 restricted stock units on March 30, 2007, which had a grant date fair value of $3,724; an award of 138
restricted stock units on June 29, 2007, which had a grant date fair value of $3,744; an award of 139 restricted stock units on September 30,
7