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FL » Topics » Option Grants in Last Fiscal Year

This excerpt taken from the FL DEF 14A filed Apr 10, 2006.

Option Grants in Last Fiscal Year

    Individual Grants(a)
        
Name
   Number of
Securities
Underlying
Options
Granted(#)
   Percent of
Total Options
Granted to
Employees
in Fiscal Year
   Exercise
Price
($/Share)
      Expiration
Date
   Grant Date
Present
Value($)(b)
M. D. Serra        115,000          11.6          27.01         2/09/15        744,240  
R. T. Mina        50,000          5.0          28.155        3/23/15        351,504  
G. M. Bahler        25,000          2.5          28.155        3/23/15        175,753  
J. L. Berk        25,000          2.5          28.155        3/23/15        175,753  
L. J. Petrucci        25,000          2.5          28.155        3/23/15        175,753  
B. L. Hartman (c)        25,000          2.5          28.155        (c)        175,753  

(a)   During 2005 the Compensation and Management Resources Committee granted stock options to the named executive officers under the 1998 Stock Option and Award Plan (the “1998 Award Plan”) and the 2003 Stock Option and Award Plan (the “2003 Award Plan”).
    The per-share exercise price of each stock option may not be less than the fair market value of a share of Common Stock on the date of grant. In general, no portion of any stock option may be exercised until the first anniversary of its date of grant. The options granted during 2005 become exercisable in three substantially equal installments, beginning on the first annual anniversary of the date of grant. If a participant retires, becomes disabled, or dies while employed by the Company or one of its subsidiaries, all unexercised options that are then immediately exercisable, plus those options that would have become exercisable on the next succeeding anniversary of the date of grant of each option, will remain (or become) immediately exercisable as of that date. Moreover, upon the occurrence of a “Change in Control,” all outstanding options will become immediately exercisable as of that date.
    In general, options may remain exercisable for up to three years following a participant's retirement or termination due to disability, and for up to one year for any other termination of employment for reasons other than cause. However, under no circumstances may an option remain outstanding for more than ten years from its date of grant.
    Options are also outstanding under the 1995 Stock Option and Award Plan (the “1995 Award Plan”). The terms of the 1995 Award Plan are substantially the same as the terms of the 1998 Award Plan and the 2003 Award Plan. Under the terms of the 1995 Award Plan, no further awards may be granted under this plan as of March 8, 2005.
(b)   Values were calculated as of the date of grant using a Black-Scholes option pricing model. The values shown in the table are theoretical and do not necessarily reflect the actual values that the named executive officers may ultimately realize. Any actual value to the officer will depend on the extent to which the market value of the Company's Common Stock at a future date exceeds the option exercise price. In addition to the fair market value of the Common Stock on the date of grant and the exercise price, which are identical, the following assumptions were used to calculate the values shown in the table: a weighted-average risk-free interest rate of 3.99 percent; a stock price volatility factor of 28 percent; a 3.8 year weighted-average expected award life and a 1.1 percent dividend yield. The assumptions and calculations used for the model are consistent with the assumptions for reporting stock option valuations used in the Company's 2005 Annual Report on Form 10-K.
(c)   In connection with the termination of Mr. Hartman's employment on December 18, 2005, the vesting of one-third of this stock option grant (8,333 shares) was accelerated, so that Mr. Hartman was eligible to exercise these shares during the period of December 18, 2005 to March 18, 2006. The balance of this stock option grant (16,667 shares) was automatically cancelled on December 18, 2005.

20

This excerpt taken from the FL DEF 14A filed Apr 8, 2005.

Option Grants in Last Fiscal Year

    Individual Grants(a)
        
Name
   Number of
Securities
Underlying
Options
Granted(#)
   Percent of
Total Options
Granted to
Employees
in Fiscal Year
   Exercise
Price
($/Share)
   Expiration
Date
   Grant Date
Present
Value($)(b)
M. D. Serra        100,000          8.60          25.365          2/18/14          660,638  
R. T. Mina        80,000          6.88          25.385          4/01/14          524,604  
B. L. Hartman        32,000          2.75          25.385          4/01/14          209,842  
G. M. Bahler        32,000          2.75          25.385          4/01/14          209,842  
J. L. Berk        32,000          2.75          25.385          4/01/14          209,842  

(a)   During 2004 the Compensation and Management Resources Committee granted stock options to the named executive officers under the 1995 Stock Option and Award Plan (the “1995 Award Plan”) or the 2003 Stock Option and Award Plan (the “2003 Award Plan”).
     
    The per-share exercise price of each stock option may not be less than the fair market value of a share of Common Stock on the date of grant. In general, no portion of any stock option may be exercised until the first anniversary of its date of grant. The options granted during 2004 become exercisable in three substantially equal installments, beginning on the first annual anniversary of the date of grant. If a participant retires, becomes disabled, or dies while employed by the Company or one of its subsidiaries, all unexercised options that are then immediately exercisable, plus those options that would have become exercisable on the next succeeding anniversary of the date of grant of each option, will remain (or become) immediately exercisable as of that date. Moreover, upon the occurrence of a “Change in Control,” as defined in the 2003 Award Plan and the 1995 Award Plan, all outstanding options will become immediately exercisable as of that date.
     
    In general, options may remain exercisable for up to three years following a participant's retirement or termination due to disability, and for up to one year for any other termination of employment for reasons other than cause. However, under no circumstances may an option remain outstanding for more than ten years from its date of grant.
     
    Options are also outstanding under the 1998 Stock Option and Award Plan (the “1998 Award Plan”). The terms of the 1998 Award Plan are substantially the same as the terms of the 1995 Award Plan and the 2003 Award Plan.

17

(b)   Values were calculated as of the date of grant using a Black-Scholes option pricing model. The values shown in the table are theoretical and do not necessarily reflect the actual values that the named executive officers may ultimately realize. Any actual value to the officer will depend on the extent to which the market value of the Company's Common Stock at a future date exceeds the option exercise price. In addition to the fair market value of the Common Stock on the date of grant and the exercise price, which are identical, the following assumptions were used to calculate the values shown in the table: a weighted-average risk-free interest rate of 2.57 percent; a stock price volatility factor of 33 percent; a 3.7 year weighted-average expected award life and a 1.1 percent dividend yield. The assumptions and calculations used for the model are consistent with the assumptions for reporting stock option valuations used in the Company's 2004 Annual Report on Form 10-K.

EXCERPTS ON THIS PAGE:

DEF 14A
Apr 10, 2006
DEF 14A
Apr 8, 2005

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