HD » Topics » Stock Ownership Guidelines

This excerpt taken from the HD DEF 14A filed Apr 11, 2008.

Stock Ownership Guidelines

To further ensure that the long-term interests of senior management are closely aligned with those of our shareholders, our Executive Stock Ownership Guidelines require executive officers to hold shares of common stock with a value equal to a specified multiple of base salary. This program assists in focusing executives on long-term success and shareholder value by requiring executives to hold Company stock over the long term. The multiples for specific positions are shown in the table below:

Title

  Multiple of Salary
CEO   6x
Executive Vice Presidents   4x
Division Presidents and Senior Vice Presidents (Direct Reports to CEO)   3x

Shares owned outright, restricted stock, deferred shares, deferred stock units and shares acquired pursuant to the ESPP, FutureBuilder Plan and the Restoration Plan are counted towards this requirement. MIP and LTIP incentives are paid in Company stock, rather than cash, to any executive who fails to satisfy these requirements. Newly hired and promoted executives have four years to satisfy the requirements. As of March 24, 2008, all of our named executive officers complied with the stock ownership guidelines.

This excerpt taken from the HD DEF 14A filed Apr 13, 2007.

Stock Ownership Guidelines

To further ensure that the long-term interests of senior management are closely aligned with those of our shareholders, the Company's Executive Stock Ownership Guidelines require executive officers of the Company to hold shares of common stock with a value equal to a specified multiple of base salary. This program assists in focusing executives on long-term success and shareholder value by requiring executives to hold Company stock over the long-term. The multiples for specific positions are shown in the table below:

Title

  Multiple of Salary
Chief Executive Officer   6x
Executive Vice Presidents   4x
Division Presidents and Senior Vice Presidents (Direct Reports to CEO)   3x

Shares owned outright, restricted stock, deferred shares, deferred stock units and shares acquired pursuant to the Employee Stock Purchase Plan, FutureBuilder Plan and the Restoration Plan are counted towards this requirement. MIP and LTIP incentives are paid in Company stock to any executive who fails to satisfy these requirements. Newly hired and promoted executives have four years to satisfy the requirements. As of March 15, 2007, all of our executive officers, including Mr. Blake, complied with the stock ownership guidelines.

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