Pier 1 2010 Annual Report Download - page 141

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(12) Upon the death or disability of an optionee, the options granted under the 1999 Plan and the 2006 Plan become
fully exercisable to the extent of all unexercised shares, and may be exercised by the optionee, or, in the case of
death, by the optionee’s estate, until the earlier of (a) the expiration of the option term, or (b) the first
anniversary date of such death or disability. Only Mr. Benkel had stock options with an intrinsic value. The
dollar value shown is market price on February 26, 2010 of $6.11 less the exercise price times the number of
options.
(13) If Mr. Smith’s employment ended as of the end of fiscal 2010 due to a voluntary good reason termination or an
involuntary without cause termination, then pursuant to his initial employment agreement all shares of Option
2 would vest. Those options, however, had no intrinsic value as of the end of fiscal 2010 given Pier 1 Imports’
stock price of $6.11 and the $6.69 exercise price of the option. In the event of Mr. Smith’s disability which
results in termination of employment, then pursuant to his initial employment agreement Mr. Smith would be
entitled to receive 13 weeks of compensation and benefits, and the vesting of all or any portion of Option 2
which occurs in such 13-week period. After the 13-week period Mr. Smith would participate in any Pier 1
Imports short-term or long-term disability plans to which he is eligible. A change in control of Pier 1 Imports is
specifically excluded as grounds by either Pier 1 Imports or Mr. Smith to terminate the initial employment
agreement and a change in control of Pier 1 Imports does not constitute “good reason” under that agreement.
Additionally, if Mr. Smith’s employment ended as of the end of fiscal 2010 due to a voluntary good reason
termination or an involuntary without cause termination, then pursuant to his employment agreement as
renewed and extended the 375,000 time-based restricted stock granted to Mr. Smith on December 18, 2009
would vest.
OTHER BUSINESS
Pier 1 Imports does not plan to act on any matters at the meeting other than those described in this proxy
statement. If any other business should properly come before the meeting, the persons named in the proxy will vote
as described above under the question “Could other matters be decided at the annual meeting?”.
SHAREHOLDER PROPOSALS FOR 2011 ANNUAL MEETING
To be included in the proxy statement relating to the 2011 annual meeting of shareholders, shareholder
proposals made pursuant to SEC Rule 14a-8 must be received by Pier 1 Imports’ corporate secretary no later than
5:00 p.m., local time, January 17, 2011.
In order to bring a matter before the 2011 annual meeting of shareholders that is not contained in the proxy
statement, a shareholder must comply with the shareholder criteria, advance notice, shareholder information and
other provisions of Pier 1 Imports’ bylaws governing shareholders bringing matters before the annual meeting. Pier
1 Imports’ bylaws require that it receive written notice of the matter in proper form with the requisite materials and
information no earlier than March 1, 2011, and no later than March 31, 2011. You may contact Pier 1 Imports’
corporate secretary to find out what specific information regarding the matter must be included with the advance
notice.
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