Attached files
| file | filename |
|---|---|
| 8-K - TEMPORARY SUSPENSION OF TRADING UNDER REGISTRANT'S EMPLOYEE BENEFIT PLANS - LOWES COMPANIES INC | lowes8k073010.htm |
Exhibit
99.1
Lowe’s
Companies, Inc.
| DATE: |
July
30, 2010
|
| TO: |
Members
of the Board of Directors and Executive Officers
|
| FROM: |
Gaither
M. Keener, Jr., Senior Vice President, General Counsel, Secretary &
Chief
Compliance Officer
|
| RE: |
Notice
Regarding 401(k) Plan Blackout Period and Trading
Restrictions
|
The
purpose of this notice is to inform you of an impending “blackout period” under
the Lowe’s 401(k) Plan (the “Plan”), during which you will be prohibited from
engaging in transactions involving equity securities of Lowe’s Companies, Inc.
(the “Company”) that you acquired in connection with your service or employment
as a director or executive officer of the Company.
Reason
for the Blackout Period
The Plan
will be changing record keepers from ADP to Wells Fargo Institutional Retirement
& Trust.
Impact
on Affected Plan Rights
As a
result of the record keeper change, Plan participants and beneficiaries will be
unable to direct or diversify investments in their individual accounts or to
obtain a distribution from the Plan. This period, during which Plan
participants and beneficiaries will be unable to exercise these rights otherwise
available under the Plan, is called a “blackout period.”
Length
of the Blackout Period
The
blackout period for the Plan will begin at 4 p.m. Eastern Time on September 3,
2010 and end during the week of September 20, 2010.
Restrictions
on Directors and Executive Officers During the Blackout Period
During
the blackout period, directors and executive officers of the Company will be
subject to the trading restrictions imposed under Section 306(a) of the
Sarbanes-Oxley Act of 2002 and Regulation BTR. Subject to limited
exceptions, these restrictions generally prohibit the direct or indirect
purchase, sale, or other acquisition or transfer of any of the Company’s equity
securities that you acquired in connection with your service or employment as a
director or executive officer of the Company.
Please
note the following:
|
·
|
“Equity
securities” are defined broadly to include not only the Company’s common
stock, but also stock options and other
derivatives.
|
|
·
|
Covered
transactions are not limited to those involving your direct ownership, but
include any transaction in which you have a pecuniary interest (for
example, transactions by your immediate family members living in your
household).
|
|
·
|
Among
other things, these rules prohibit exercising options granted to you in
connection with your service as a director or employment as an executive
officer, selling shares of common stock acquired pursuant to such options,
selling shares of common stock originally received as restricted stock or
selling shares to cover withholding taxes upon the vesting of restricted
stock.
|
Questions
or Additional Information
The rules
described above apply in addition to the other restrictions on trading activity
under the Company’s Insider Trading Policy. In order to avoid any
inadvertent violations of the blackout period restrictions, you should continue
to direct questions about, and requests for pre-clearance of, your transactions
in the Company’s securities to me. In addition, during the blackout
period, you may obtain, without charge, information about the blackout period,
including whether the blackout period has begun or ended, by contacting me at
(704) 758-2250, or in writing, at Lowe’s Companies, Inc., 1000 Lowe’s Boulevard,
Mooresville, North Carolina 28117