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GPS » Topics » Marka V. Hansen, Byron H. Pollitt, Jr., and Eva M. Sage-Gavin

This excerpt taken from the GPS DEF 14A filed Apr 26, 2007.

Marka V. Hansen, Byron H. Pollitt, Jr., and Eva M. Sage-Gavin

In February 2007, following the end of fiscal 2006, the Company’s Compensation and Management Development Committee approved severance benefits for Ms. Hansen, Mr. Pollitt and Ms Sage-Gavin in the case of an involuntary termination other than for cause prior to February 13, 2009. The benefits generally include:

 

  i. The executive’s then current salary for eighteen months (the “severance period”). Severance period payments will cease if the executive accepts other employment or professional relationship with another company primarily engaged in the apparel design or apparel retail business or any retailer with apparel sales in excess of $500 million annually, or if the executive breaches his or her duty to protect confidential information and an agreement not to solicit Company employees. Severance period payments will be reduced by any compensation the executive receives during the severance period from other employment or professional relationship with a non-competitor.

 

  ii. Health benefits during the period in which the executive is receiving payments under paragraph (i) above.

 

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  iii. During the period in which the executive is receiving payments under paragraph (i) above, reimbursement for his or her costs to maintain the financial counseling program the Company provides to senior executives.

 

  iv. The vesting of stock options and stock awards that otherwise would not have vested as of the executive’s termination date, pursuant to the following schedule: (a) if the executive is terminated during the period from February 13, 2007 to August 12, 2007, the stock options and stock awards that would have vested from the date of termination up to and including February 12, 2009; and (b) if the executive is terminated during the period from August 13, 2007 up to and including February 12, 2009, the stock options and stock awards that would have vested from the date of termination up to and including the date 18 months from the termination date. This provision is not applicable to any stock options or stock awards that have performance-based vesting.

Securities and Exchange Commission regulations require that we estimate the value of severance benefits assuming that the triggering event (in this case, a termination without cause) occurred on February 3, 2007, the last day of our 2006 fiscal year. The arrangements described above were entered into following the end of our 2006 fiscal year and, accordingly, no severance benefits would have been paid to these executives under these arrangements had a termination occurred on February 3, 2007.

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