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DKS » Topics » Dicks Sporting Goods Supplemental Smart Savings Plans and Officers Supplemental Savings PlanThis excerpt taken from the DKS DEF 14A filed Apr 20, 2009. Dick’s
Sporting Goods Supplemental Smart Savings Plans and
Officers’ Supplemental Savings Plan
In July 2006, the Company established the Dick’s Sporting
Goods Supplemental Smart Savings Plan, which allowed certain
members of management to annually defer a portion of their
existing compensation. The Supplemental Smart Savings Plan was
implemented because certain members of management had
historically been restricted in their ability to participate in
the Company’s existing 401(k) Plan because of qualified
plan testing rules. In December 2006, the Company made certain
technical amendments to the Supplemental Smart Savings Plan
which caused certain executives to no longer be eligible to
participate in the Supplemental Smart Savings Plan.
Table of Contents
On March 21, 2007, our Compensation Committee approved the
implementation of the Dick’s Sporting Goods Officers’
Supplemental Savings Plan, a voluntary nonqualified deferred
compensation plan effective April 1, 2007, for the purpose
of attracting high quality executives and promoting in its key
executives increased efficiency and an interest in the
successful operation of the Company. Certain key executives (or
other participants as the Board of Directors of the Company may
determine) are eligible to participate in the Officers’
Plan, including our named executive officers. These executives
are being afforded the opportunity to participate in the
Officers’ Plan because they are no longer eligible to
participate in the Supplemental Plan.
Under the Officers’ Plan, eligible participants have the
opportunity to defer up to 25% of their base salary and up to
100% of their annual bonus, and may allocate amounts deferred
under the Officers’ Plan among a range of investment
choices. Participant deferral amounts are 100% vested, and
matching contributions become 100% vested after five years of
plan participation, or upon the participant’s death,
disability or upon a change in control of the Company. Eligible
participants may elect to receive distributions from the
Officers’ Plan as a lump sum, in annual installments with
any installment term between two and twenty years, or a
combination of the two options. Vested matching contributions
may be distributed only after a participant reaches age 55.
Distributions are also triggered upon a participant’s death
or disability (as defined in applicable treasury regulations) or
in the event of certain hardships or changes of control (each as
defined under Section 409A of the Internal Revenue Code).
Under the Officers’ Plan, the Company is required to match
amounts deposited into plan accounts at a rate of 20% of the
participant’s annual deferral, up to a $200,000 maximum
match per year. Matching amounts are contributed as one lump sum
following the end of the year, and the participant must be an
eligible participant as of December 31st to receive
the matching contribution for that year. The Company also has
the ability to make a discretionary matching contribution as
determined from time to time by the Board. The Company
established a rabbi grantor trust, with a third-party trust
company as trustee, for the purpose of providing the Company
with a vehicle to fund participant contributions and Company
matching amounts under the Officers’ Plan.
The Officers’ Plan is intended to constitute a
non-qualified, unfunded plan for federal tax purposes and for
purposes of Title I of the Employee Retirement Income
Security Act of 1974, as amended and is also intended to comply
with Internal Revenue Code Section 409A, and contains
restrictions to help ensure compliance. Our obligations to pay
deferred compensation under the Officers’ Plan are
unsecured general obligations of the Company. We may amend or
terminate the Officers’ Plan at any time in whole or in
part; provided that no amendment or termination may reduce the
amount credited to accounts at the time of such amendment or
termination.
For additional discussion of the terms of the Officers’
Plan, see “Compensation Discussion and Analysis”
beginning on page 20 of this proxy statement.
This excerpt taken from the DKS DEF 14A filed May 7, 2008. Dick’s
Sporting Goods Supplemental Smart Savings Plans and
Officers’ Supplemental Savings Plan
In July 2006, the Company established the Dick’s Sporting
Goods Supplemental Smart Savings Plan (the “Supplemental
Plan”), which allowed certain members of management to
annually defer a portion of their existing compensation. The
Supplemental Plan was implemented because certain members of
management had historically been restricted in their ability to
participate in the Company’s existing 401(k) Plan because
of qualified plan testing rules. In December 2006, the Company
made certain technical amendments to the Supplemental Plan which
caused certain executives to no longer be eligible to
participate in the Supplemental Plan.
On March 21, 2007, our Compensation Committee approved the
implementation of the Dick’s Sporting Goods Officers’
Supplemental Savings Plan, (the “Officers’
Plan”), a voluntary nonqualified deferred compensation plan
effective April 1, 2007, for the purpose of attracting high
quality executives and promoting in its key executives increased
efficiency and an interest in the successful operation of the
Company. Certain key executives (or other participants as the
Board of Directors of the Company may determine) are eligible to
participate in the Officers’ Plan, including our named
executive officers. These executives are being afforded the
opportunity to participate in the Officers’ Plan because
they are no longer eligible to participate in the Supplemental
Plan.
Under the Officers’ Plan, eligible participants have the
opportunity to defer under it up to 25% of their base salary and
up to 100% of their annual bonus, and may allocate amounts
deferred under the Officers’ Plan among a range of
investment choices. Participant deferral amounts are 100%
vested, and matching contributions become 100% vested after five
years of plan participation, or upon the participant’s
death, disability or upon a change in control of the Company.
Eligible participants may elect to receive distributions of
discretionary contributions from the Officers’ Plan as a
lump sum, in annual installments, with any installment term
between two and twenty years, or a combination of the two
options. Matching contributions may be distributed only after
age 55. Distributions are also triggered upon a
participant’s death or disability (as defined in applicable
treasury regulations) or in the event of certain hardships or
changes of control (each as defined under Section 409A of
the Internal Revenue Code).
Under the Officers’ Plan, the Company is required to match
amounts deposited into plan accounts at a rate of 20% of the
participant’s annual deferral, up to a $200,000 maximum
match per year. Matching amounts are contributed as one lump sum
at the end of the year, and the participant must be an eligible
participant as of December 31st to receive the
matching contribution for that year. The Company also has the
ability to make a discretionary matching contribution as
determined from time to time by the Company.
The Officers’ Plan is intended to constitute a
non-qualified, unfunded plan for federal tax purposes and for
purposes of Title I of the Employee Retirement Income
Security Act of 1974, as amended and is also intended to comply
with Internal Revenue Code Section 409A, and contains
restrictions to help ensure compliance. Our obligations to pay
deferred compensation under the Officers’ Plan are
unsecured general obligations of the Company. We may amend or
terminate the Officers’ Plan at any time in whole or in
part; provided that no amendment or termination may reduce the
amount credited to accounts at the time of such amendment or
termination.
For additional discussion of the terms of the Officers’
Plan, see “Compensation Discussion and
Analysis” on page 26 of this proxy statement.
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