11 Stock based compensation plans
00 Ahold ANNUAL REPORT 2002 133
BOARD GOVERNANCE HIGHLIGHTS OPERATING REVIEW FINANCIAL INVESTOR REL AT IONS
At December 29, 2002, the Company had three stock based compensation plans (the Dutch, U.S. and International Stock
Option Plans (collectively the "Plans")), which are described below. The Company accounts for the intrinsic value of its
grants under the Plans in accordance with Dutch GAAP. Because all fixed options under the Plans were granted at an
exercise price equal to the quoted market price at the grant date, no compensation cost has been charged to the
consolidated statements of operations for the Plans in fiscal 2002, 2001, and 2000, respectively.
The Plans qualify as fixed option plans. The aggregate number of common shares authorized for grants, including grants
under any future plans, was 9.5 million shares as of December 29, 2002. During the fiscal years presented, the Company
has followed the recommended practice in The Netherlands of not granting options exercisable into an amount of shares
that exceeds a yearly approximate maximum of 1% of the issued and outstanding common shares, or 9.3 million as of
December 29, 2002. Since December 1997, the number of stock options granted each year is dependent on the growth in
basic net income (loss) after preferred dividends per common share during the most recent fiscal year as compared to the
immediately preceding fiscal year.
Under the Plans, participants are granted options with either a five or ten-year term. Options are granted on the first
business day of each fiscal year and the exercise price of each option equals the closing market price of the Company's
common shares for the previous business day. In fiscal years 2002 and 2001, at the grant date, the participants in the
Dutch Plan could elect to receive up to one third of their granted options with a ten-year term, exercisable after five years.
In fiscal year 2000, only options with a five-year term were granted. Five-year options granted under the Dutch Plan are
exercisable after three years.
The stock options granted under the U.S. Plan have characteristics similar to those granted under the Dutch Plan, except
that the U.S. Plan requires that one third of options granted have a ten-year term, exercisable after five years. Five-year
options granted under the U.S. Plan during fiscal 2002 are exercisable after three years while those granted during fiscal
2001 and 2000 are exercisable after two years.
Options granted under the International Plan, the smallest of the Plans, have a five-year term.
Stock options granted under the Plans that are not exercised upon termination of employment, or are not exercised in a
period of no longer than four weeks after termination in certain cases, are forfeited.
A summary of the status of the Plans as of December 29, 2002 and December 30, 2001 and changes during the three
fiscal years ended on December 29, 2002 is presented below. Mr. R.G. Tobin was granted options at the time he was a
Corporate Executive Board member and not as a member of the Supervisory Board (in 000's except per share amounts):
