The restricted stock unit awards
granted in 2012 under the Delhaize
America 2012 Restricted Stock Unit
Plan represent a commitment of
Delhaize America to deliver Compa
ny's American Depositary Receipts
("ADRs") to the award recipient, at no
cost to the recipient (one restricted
stock unit equals one ADR). The ADRs
are delivered over a five-year period
starting at the end of the second
year after the award. These ADRs
can be sold by the award recipient
at any time following the delivery of
the ADRs consistent with the guide
lines and restrictions contained in
the Company's trading policies.
The value of the restricted stock unit
grant determines the number of
units awarded. The value is deter
mined each year on the date of
the award based on the stock price
on the grant date. The value of the
restricted stock unit award may vary
from year to year. As a result, the
total number of restricted stock units
granted can also be different from
period to period.
The following table shows the num
ber of restricted stock units granted
to the CEO and the different mem
bers of the Executive Management
team during the period 2010-2012.
NUMBER OF RESTRICTED
STOCK UNITS AWARDED
2010 2011 2012
Pierre-Olivier
Beckers
10 064
12 000
12 000
Pierre Bouchut
0
Stéfan
Descheemaeker
1 630
2 355
0
Michel Eeckhout
0
0
0
Ron Hodge
5 102
5 198
5 198
Nicolas
Hollanders
1 288
1 637
1 466
Kostas
Macheras
0
0
0
Roland Smith
40 000(l)
Michael Waller
4 593
3 685
3 685
Total
22 677
24 875
62 349
(1) Including the following components; (1) special
grant upon appointment as CEO of Delhaize
America (2) long-term Incentive grant 2013
Performance Cash Grant
The long-term incentive plan
includes a component which can
result in a cash payment in the
period following a three-year per
formance period. The value of the
performance cash award granted
each year, referred to as the "tar
get award," is based on the face
value of the award at the time of the
grant, i.e., at the beginning of each
three-year period. For example, the
payment done in 2012 is based on
achievements against targets set
in 2009. The amount of the cash
payment at the end of the three-
year performance period depends
on performance by the Company
against Board-approved finan
cial targets for return on invested
capital ("ROIC") and compounded
annual revenue growth. These met
rics are key performance indicators
which the Company considers to be
closely correlated to building long
term shareholder value. The relative
weight for these metrics is 50% for
ROIC and 50% for revenue growth.
The Company sets these targets
each year based upon its growth
expectations for the ensuing three-
year performance period. Partici
pants receive the "target award"
in cash if the performance targets
are achieved. Cash payments are
reduced for performance below
the targets and are increased if
performance exceeds the targets.
The Board of Directors determines
the performance target goals every
year. These performance target
goals include minimum threshold
performance goals below which no
cash payment will occur, and the
maximum award levels if the per
formance targets are exceeded.
Participants may receive up to 150%
of the target cash award if actual
performance reaches or exceeds
120% of the performance targets for
both ROIC and revenue growth. At
the end of each three-year period,
actual ROIC and revenue growth
are measured against the perfor
mance targets for both metrics and
the actual payout is calculated. The
cash payment occurs in the year
following the end of the three-year
period. For example, the amounts
paid in 2012 relate to the achieve
ment of the goals determined for
the period 2009-2011. This principle
is illustrated in the following graph.
PAYOUT RANGE (in%)
160
140-
o 120
100
0
80 85 90 95 100 105 110 115 120 125 130 135 140
Performance (as a% of Target)
The following table shows the
amounts paid in the years 2010
2012 for the performance over the
respective periods 2007-2009,
2008-2010 and 2009-2011.
Performance CEO Other Members
Cash Grant(1) of Executive
Management
(in millions of
Payout
Number of
persons
Payout
2010
0.74
7
1.12
2011
0.38
6
0.56
2012
0.76
8
1.34
2013
0.58
6
0.73
(1) Amounts are gross before deduction of withholding
taxes and social security levy.
PERFORMANCE CASH GRANT
(in millions of
delilil
10 11 12 13
A CEO A Other Members of Executive Management
DELHAIZE GROUP ANNUAL REPORT '12 55
