GameStop Reports Inducement Awards Under NYSE Rule 303A.08
July 01 2019 - 4:06PM
GameStop Corp. (NYSE: GME) announced the issuance today of
restricted stock awards to Mr. James A. Bell, its new Chief
Financial Officer, and to Mr. Chris R. Homeister, its new Chief
Merchandising Officer.
Consistent with the disclosures contained in a
Form 8-K filed with the SEC on May 30, 2019, GameStop agreed to
issue these awards to induce Mr. Bell and Mr. Homeister to enter
into employment with GameStop. These awards were issued
outside of GameStop’s stockholder approved equity incentive plan,
in reliance on the employment inducement award exemption contained
in NYSE Listing Rule 303A.08. GameStop is therefore issuing
this press release pursuant to NYSE Listing Rule 303A.08.
Mr. Bell and Mr. Homeister each received 119,048
shares of time-based restricted stock and 119,048 shares of
performance-based restricted stock (i.e., 238,096 shares for each
executive and 476,192 shares in total). The 119,048 shares of
performance-based restricted stock received by each executive
represent the number of shares that would be earned at target
levels of performance (the “Target Shares”). The actual
number of shares that may be earned in respect of the
performance-based portion of the awards will vary between 0 to 200%
of the Target Shares, depending on actual performance, with any
above-target shares being issued at the time that performance is
determined.
The time-based portion of the awards will vest
in three equal annual installments, on the first, second and third
anniversaries of today (the “Grant Date”), subject in each case to
the executive’s continuous service with GameStop through the
applicable vesting date. The performance goals applicable to
the performance-based portion of the awards have not yet been
determined. Those goals will be established at the same time
as, and will be substantially the same as, the performance goals
that will be applicable to 2019 annual equity awards issued to
GameStop’s other named executive officers. To the extent
earned, the performance-based shares will vest on the third
anniversary of the Grant Date, subject in each case to the
executive’s continuous service with GameStop through that date.
The awards are also subject to accelerated vesting upon
certain termination events set forth in Mr. Bell’s and Mr.
Homeister’s Employment Agreements.
About GameStopGameStop Corp., a
Fortune 500 company headquartered in Grapevine, Texas, is a global,
multichannel video game and consumer electronics retailer.
GameStop operates over 5,700 stores across 14 countries.
The company's consumer product network also includes
www.gamestop.com and Game Informer® magazine, the world's leading
print and digital video game publication. General information
about GameStop Corp. can be obtained at the company’s corporate
website. Follow @GameStop and @GameStopCorp on Twitter and
find GameStop on Facebook at www.facebook.com/GameStop.
Contact GameStop Corp. Investor Relations (817)
424-2001 investorrelations@gamestop.com
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