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Amendment No. 3 to Form S-I
Table of Contents
table. Pursuant to the 2014 Bonus Plan, performance below a specific threshold will result in no payment with respect to that performance goal.
Performance at or above the threshold will result in a payment from $0 up to the maximum bonus amounts reflected in the table.
2.
Represents a fully vested and non-forfeitable Investor Incentive Unit granted to Mr. Miller. as described in "—Compensation Discussion and Analysis.'
3.
Represents an Incentive Unit award made to Mr. Edwards pursuant to the company's Incentive Unit Plan, as described in'—Compensation Discussion
and Analysis.*
4.
Reflects the grant date fair value calculated in accordance with ASC 718. Assumptions used in the valuation of equity based awards are discussed in
Note 10—Equity-Based Compensation in our consolidated financial statements included elsewhere in this prospectus.
Outstanding Equity Awards at Fiscal Year End 2014
Name
Robert G. Miller
Robert L. Edwards
Robert B. Dimond
Wayne A Denningham
Justin Dye
Shane Sampson
2.
Option Awards
Number of
Number of
Securtties
Securities
Underlying
Underlying
Unexercised
Unexercised
Options (#)
Options ito
Exercisable
Unexercisable
(b)
(c)
Equity
Incentive
Plan
Awards:
Number of
Securities
Underlying
Unexercised
Unearned
Options (#)
(d)
Option
Exercise
Price (S)
)e(
Unit Awards
Market
Value
of
Number
Units
of Units
That
That
Have
Option
Have Not
Not
Expiration
Vested
Vested
Date
($)
(f)
(g)
(h)
—
3.350,083(1)
— (2)
Equity
Incentive
Plan
Awards:
Number
of
Unearned
Units or
Other
Rights
That
Have Not
Vested
(U)
(i)
Equity
Incentive
Plan
Awards:
Market or
Payout
Value of
Unearned
Units or
Other
Rights
That
Have Not
Vested
($)
Reflects the full number of Incentive Units granted to Mr. Edwards. These Incentive Units were granted subject to vesting as described in "—
Compensation Discussion and Analysis." In connection with his transition to the position of Vice Chairman, Mr. Edwards and the company agreed that he
would forfeit 1,675,041.5 of his Series 1 Incentive Units. The remaining 1.675.041.5 Series 1 Incentive Units will vest in full on January 30. 2016, the first
amiversary of the dosing date of the Safeway acquisition, subjed to his continued service through that date with accelerated vesting in the event of
certain terminations of his service as described in "—Compensation Discussion and Analysis."
Because there was no public market for our equity as of February 28. 2015. the market value of the Series 1 Incentive Units as of that date is not
determinable. Accordingly, we cannot calculate the market value of the unvested Series 1 Incentive Units as of that date.
156
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