GIS » Topics » Restricted Stock Units.

These excerpts taken from the GIS 10-K filed Jul 11, 2008.
Restricted Stock and Restricted Stock Units Stock and units settled in stock subject to a restricted period and a purchase price, if any (as determined by the Compensation Committee of the Board of Directors), may be granted to key employees under the 2007 Plan. Restricted shares and restricted stock units, up to 50 percent of the value of an individual’s cash incentive award,

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may also be granted through the EIP. Certain restricted stock and restricted stock unit awards require the employee to deposit personally owned shares (on a one-for-one basis) with us during the restricted period. Restricted stock and restricted stock units generally vest and become unrestricted four years after the date of grant. Participants are entitled to cash dividends on such awarded shares and units, but the sale or transfer of these shares and units is restricted during the vesting period. Participants holding restricted stock, but not restricted stock units, are entitled to vote on matters submitted to holders of common stock for a vote. Under the 2006 Director Plan, through fiscal 2008 each nonemployee director received 1,000 restricted stock units each time he or she was elected to the Board. These units generally vest one year after the date of grant. Beginning in fiscal 2009, each director will receive $90,000 in restricted stock units upon their appointment and each re-election based on the closing stock price of our common stock on the date of the grant.
 
Information on restricted stock unit activity follows:
 
               
          Weighted-Average
    Units (Thousands)     Grant-Date Fair Value
Non-vested as of May 27, 2007
    4,785.9     $ 48.74
Granted
    1,952.2       58.62
Vested
    (1,397.9 )     46.92
Forfeited or expired
    (189.5 )     53.19
Non-vested as of May 25, 2008
    5,150.7     $ 52.81
 
 
 
                   
    Fiscal Year
   
    2008   2007   2006
Number of units granted (thousands)(a)
    1,952.2     1,771.2     629.9
Weighted average price per unit
  $ 58.62   $ 51.71   $ 49.75
 
 
(a) In fiscal 2005, we changed the timing of our annual restricted stock unit grant from December to June.
 
The total grant-date fair value of restricted stock unit awards that vested during fiscal 2008 was $65.6 million. The total grant-date fair value of restricted stock unit awards that vested during fiscal 2007 was $22.7 million.
 
As of May 25, 2008, unrecognized compensation costs related to non-vested stock options and restricted stock units was $172.9 million. This cost will be recognized as a reduction of earnings over 22 months, on average.
 
Stock-based compensation expense related to restricted stock awards was $80.4 million for fiscal 2008, $73.1 million for fiscal 2007, and $44.6 million for fiscal 2006.
 
Restricted Stock and
Restricted Stock Units
 Stock and units
settled in stock subject to a restricted period and a purchase
price, if any (as determined by the Compensation Committee of
the Board of Directors), may be granted to key employees under
the 2007 Plan. Restricted shares and restricted stock units, up
to 50 percent of the value of an individual’s cash
incentive award,















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may also be granted through the EIP. Certain restricted stock
and restricted stock unit awards require the employee to deposit
personally owned shares (on a one-for-one basis) with us during
the restricted period. Restricted stock and restricted stock
units generally vest and become unrestricted four years after
the date of grant. Participants are entitled to cash dividends
on such awarded shares and units, but the sale or transfer of
these shares and units is restricted during the vesting period.
Participants holding restricted stock, but not restricted stock
units, are entitled to vote on matters submitted to holders of
common stock for a vote. Under the 2006 Director Plan,
through fiscal 2008 each nonemployee director received 1,000
restricted stock units each time he or she was elected to the
Board. These units generally vest one year after the date of
grant. Beginning in fiscal 2009, each director will receive
$90,000 in restricted stock units upon their appointment and
each re-election based on the closing stock price of our common
stock on the date of the grant.


 



Information on restricted stock unit activity follows:


 





























































































               

 

 

 

 

 

Weighted-Average


 

 

Units (Thousands)

 

 

Grant-Date Fair Value




Non-vested as of May 27, 2007


 

 

4,785.9

 

 

$

48.74


Granted


 

 

1,952.2

 

 

 

58.62


Vested


 

 

(1,397.9

)

 

 

46.92


Forfeited or expired


 

 

(189.5

)

 

 

53.19




Non-vested as of May 25, 2008


 

 

5,150.7

 

 

$

52.81

 

 






 





































































                   

 

 

Fiscal Year


 

 



 

 

2008

 

2007

 

2006



Number of
units granted
(thousands)(a)


 

 

1,952.2

 

 

1,771.2

 

 

629.9


Weighted average price per unit


 

$

58.62

 

$

51.71

 

$

49.75

 

 























(a)

In fiscal 2005, we changed the
timing of our annual restricted stock unit grant from December
to June.


 



The total grant-date fair value of restricted stock unit awards
that vested during fiscal 2008 was $65.6 million. The total
grant-date fair value of restricted stock unit awards that
vested during fiscal 2007 was $22.7 million.


 



As of May 25, 2008, unrecognized compensation costs related
to non-vested stock options and restricted stock units was
$172.9 million. This cost will be recognized as a reduction
of earnings over 22 months, on average.


 



Stock-based compensation expense related to restricted stock
awards was $80.4 million for fiscal 2008,
$73.1 million for fiscal 2007, and $44.6 million for
fiscal 2006.


 




This excerpt taken from the GIS DEF 14A filed Aug 14, 2007.
Restricted Stock Units.    When they are first appointed to the Board and each time they are re-elected to the Board, non-employee directors receive 1,000 restricted stock units, which are granted under the 2006 Compensation Plan for Non-Employee Directors. The restricted stock units vest at the next annual meeting of stockholders. Directors who leave the Board prior to the end of this vesting period forfeit their restricted stock units. In the event an active director dies, his or her restricted stock units fully vest. Restricted stock units earn amounts equivalent to the regular dividend payments on our common stock. These amounts can be reinvested in additional stock units or paid to the director.

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