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8-K - CURRENT REPORT - STARBUCKS CORP | starbucks_8k.htm |
EX-10.2 - LETTER AGREEMENT DATED JANUARY 29, 2014 BETWEEN STARBUCKS CORPORATION - STARBUCKS CORP | exhibit10-2.htm |
EX-99.1 - PRESS RELEASE DATED JANUARY 29, 2014 - STARBUCKS CORP | exhibit99-1.htm |
January 29, 2014
Dear Troy:
Thank you for your contributions to the Companys success and congratulations on your promotion to chief operating officer effective February 3, 2014.
Here Are The Specifics Of Your Offer:
Base Salary
You will be paid at a base salary that annualizes to
$900,000.
Executive Management Bonus
Plan
You will be eligible to participate
in the Executive Management Bonus Plan (EMBP) effective with your
promotion. Your new bonus target will be 120% of your eligible base
salary. For fiscal 2014 your bonus will be prorated based on your
promotion date. From the beginning of fiscal 2014 up to your promotion
date, your potential bonus will be at a 95% bonus target, based on your salary
immediately before your promotion and from your promotion date through fiscal
year end your potential bonus will be at a 120% bonus target, based on your
salary at fiscal year end. For more information about the EMBP, please talk with
your Partner Resources contact. Starbucks Corporation (Starbucks or the
Company) reserves the right to review, change, amend, or cancel incentive
plans at any time.
Promotional Equity
Award
You will be eligible to receive an
equity award with an economic value of $1,250,000 (USD) under the 2005 Key
Employee Sub-Plan to Starbucks Corporation Amended and Restated 2005 Long-Term
Equity Incentive Plan (the "Key Employee Plan") with 50% of the economic value
in the form of restricted stock units and 50% of the economic value in the form
of stock options to purchase shares of Starbucks common stock. Your
eligibility for the restricted stock units and stock options is subject to
approval by the Compensation and Management Development Committee of the Board
of Directors (the "Committee") or its designee. The exercise price of the
options will be the regular trading session closing price of a share of
Starbucks stock on the grant date. The grant date for your equity awards
will be on or after the date of your promotion and otherwise effective in
accordance with the Company equity grant timing guidelines. The
restricted stock units will vest 50% on the second anniversary of the grant date
and 50% on the fourth anniversary of the grant date, subject to your continued
employment. The stock options will vest in equal installments over a
period of four (4) years, beginning on the first anniversary of the grant date,
subject to your continued employment.
To ensure processing of this grant, please sign this offer letter and fax a copy to Stock Administration at 206-903-2956. To confirm the fax was received or if you have any other stock questions, please contact the Stock Administration team at stockadm@starbucks.com.
Long-Term Incentive
Starbucks Total Pay philosophy includes long-term
incentives. Each year, as determined by the Committee, you may be eligible
to receive an equity award under the Key Employee Plan with 50% of the economic
value in the form of performance restricted stock units and 50% of the economic
value in the form of stock options to purchase shares of Starbucks common
stock. Annual awards are typically granted in November and are contingent
upon Committee approval after considering a number of factors. Starbucks
reserves the right to review, change, amend, or cancel long-term incentive plans
at any time.
Stock Ownership
As a senior executive, the Companys executive stock ownership
guidelines will apply to you. The guidelines require covered executives to
achieve a minimum investment in Starbucks stock within five (5) years. Your
minimum investment is currently three (3) times your annual base salary. A copy
of the guidelines will be provided to you.
Executive Life Insurance
You will continue to receive partner life
coverage equal to three (3) times your annualized base salary, paid for by
Starbucks. You may purchase up to an additional two (2) times your annualized
base salary (for a total of five (5) times salary) to a maximum life insurance
benefit of $2,000,000.
Executive Physical Exam
You will continue to be eligible to
participate in Starbucks executive physical program. For more information,
please contact Partner Resources.
Insider Trading Policy
You will continue to be subject to the
restrictions on trading in Company securities as set forth in the Companys
Insider Trading Policy.
Section 16
Obligations
In your new role, you will
continue to be subject to the reporting requirements of Section 16 of the
Securities Exchange Act of 1934, as amended, and responsible for filings with
the Securities Exchange Commission. Starbucks legal counsel will assist you with
your filings.
Recovery of Incentive Compensation
Policy
As a Section 16 officer of the
Company, you will continue to be subject to the Starbucks Recovery of Incentive
Compensation Policy (the Clawback Policy). The Clawback Policy is included in
the consent which you previously signed indicating that you have read and agree
to the terms and conditions of the policy.
Coffee Hedging
As an officer of the Company, you are prohibited from trading
in coffee commodity futures for your own account. If you have further questions,
please talk with your Partner Resources contact.
Your employment with Starbucks will be at will, meaning that either you or the Company will be entitled to terminate your employment at any time and for any reason, not prohibited by law.
On behalf of the entire team, I wish you the best in your new role and look forward to your continued success and partnership.
Warm regards,
/s/ Howard Schultz |
Howard Schultz
chairman, president and
chief executive officer
cc: | Partner File Stock Administration (S-HR3) | |
Enc.: | Non-Competition
Agreement Starbucks Recovery of Incentive Compensation Policy Consent |
I accept employment with Starbucks Corporation, or its wholly-owned subsidiaries, according to the terms set forth above.
/s/ Troy Alstead | 1/29/14 | ||
Troy Alstead | Date of Acceptance |
Please fax this signed letter to: Stock Administration at 206-903-2956.