|
Explanation of Responses:
|
|
(1)
|
Includes 14,961 shares of common stock acquired under the issuer's Employee Stock Purchase Plan.
|
|
(2)
|
Disposed of pursuant to the terms of the Agreement and Plan of Merger, dated October 3, 2016, as amended by the Amendment to Agreement and Plan of Merger, dated April 17, 2017, and as otherwise amended from time to time (the "Merger Agreement"), by and among issuer, Bass Pro Group, LLC, and Prairie Merger Sub, Inc., in exchange for a cash payment of $61.50 per share.
|
|
(3)
|
Includes 119 shares of common stock and 1,127 shares of common stock held in the issuer's stock fund. The number of shares allocated to the reporting person in the issuer's stock fund is equal to his September 18, 2017, account balance in the issuer's stock fund divided by the closing price of the issuer's common stock on September 18, 2017. The issuer's stock fund in its 401(k) Plan is unitized and as such does not itself allocate a specific number of shares to participants.
|
|
(4)
|
Pursuant to the terms of the Merger Agreement, upon consummation of the transactions contemplated thereby, these stock options were automatically fully vested and cancelled and, in exchange therefor, the reporting person became entitled to the right to receive an amount in cash equal to the product of (i) the number of common shares subject to such stock option multiplied by (ii) the excess, if any, of (A) $61.50 over (B) the exercise price per common share of such stock option (less any withholding taxes).
|
|
(5)
|
Option for 24,000 shares granted on March 2, 2010, that vested in three equal annual installments beginning on March 2, 2011.
|
|
(6)
|
Option for 16,000 shares granted on March 2, 2011, that vested in three equal annual installments beginning on March 2, 2012.
|
|
(7)
|
Option for 16,000 shares granted on March 2, 2012, that vested in four equal annual installments beginning on March 2, 2013.
|
|
(8)
|
Option for 15,825 shares granted on March 2, 2013, that vested in four equal annual installments beginning on March 2, 2014.
|
|
(9)
|
Option for 13,825 shares granted on March 2, 2015, that were to vest in four equal annual installments beginning on March 2, 2016.
|
|
(10)
|
Option for 14,000 shares granted on March 2, 2016, that were to vest in four equal annual installments beginning on March 2, 2017.
|
|
(11)
|
Pursuant to the terms of the Merger Agreement, upon consummation of the transactions contemplated thereby, these restricted stock units were automatically fully vested and cancelled and, in exchange therefor, the reporting person became entitled to the right to receive an amount in cash equal to the product of (i) the number of such restricted stock units multiplied by (ii) $61.50 (less any withholding taxes).
|
|
(12)
|
Restricted stock units granted on March 2, 2014, that were to vest in four equal annual installments beginning on March 2, 2015.
|
|
(13)
|
Restricted stock units granted on March 2, 2015, that were to vest in four equal annual installments beginning on March 2, 2016.
|
|
(14)
|
Restricted stock units granted on March 2, 2016, that were to vest in four equal annual installments beginning on March 2, 2017.
|