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GMCR » Topics » Additional Proxy Information: The following letter was sent to a stockholder on March 11, 2008.

This excerpt taken from the GMCR DEFA14A filed Mar 11, 2008.

Additional Proxy Information: The following letter was sent to a stockholder on March 11, 2008.

[Green Mountain Coffee Roasters, Inc. Letterhead]

March 11, 2008

Mr. Glen Stuke

Fidelity Management & Research Company

Investment Compliance

One Spartan Way TS1E

Merrimack, NH 03054

RE: Green Mountain Coffee Roasters, Inc. – 2006 Incentive Plan and Proxy

Dear Glen,

Thank you for your time and consideration regarding our request for approval for an increase in shares available for issuance under our 2006 Incentive Plan. I have followed up with each of our directors as to your request for an amendment to our 2006 Incentive Plan.

I have received support from our board of directors to adopt the following amendments to the plan during the next fiscal year:

 

  1) that the Administrator of the Plan not be able to accelerate options or waive vesting periods of any awards except in the case of death, disability, retirement or change in control. If any Administrator of the Plan waived restrictions/accelerated options of any awards for reasons other than these four circumstances, these shares would need to be deducted from the 10% basket mentioned below; and

 

  2) that shares not granted in accordance with Fidelity’s vesting policy, which we understand to require in the case of stock awards, a the restriction period of less than 3 years for non-performance-based awards, and less than 1 year for performance-based awards, be limited to 10% or less of the shares authorized under the plan.

If you have any further questions or comments, please give me a call.

Sincerely,

/s/ Frances G. Rathke

Frances G. Rathke

Chief Financial Officer

Green Mountain Coffee Roasters, Inc.

33 Coffee Lane

Waterbury, VT 05676

(w) – 802-882-2300 direct

(f) – 802-882-4300

 

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