Annual Review 2012 - Luxottica

Consolidated financial statements - NOTES
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Beginning in April 1998, certain officers and other key employees of the Company and its
subsidiaries were granted stock options of Luxottica Group S.p.A. under the Company’s
stock option plans (the “plans”). In order to strengthen the loyalty of some key employees
- with respect to individual targets, and in order to enhance the overall capitalization
of the Company - the Company’s stockholders meetings approved three stock capital
increases on March 10, 1998, September 20, 2001 and June 14, 2006, respectively,
through the issuance of new common shares to be offered for subscription to employees.
On the basis of these stock capital increases, the authorized share capital was equal to
Euro 29,537,918.57. These options become exercisable at the end of a three year vesting
period. Certain options may contain accelerated vesting terms if there is a change in
ownership (as defined in the plans).
34. SHARE BASED
PAYMENTS
The stockholders’ meeting has delegated the Board of Directors to effectively execute, in
one or more installments, the stock capital increases and to grant options to employees.
The Board can also:
• establish the terms and conditions for the underwriting of the new shares;
• request the full payment of the shares at the time of their underwriting;
• identify the employees to grant the options based on appropriate criteria; and
• regulate the effect of the termination of the employment relationships with the
Company or its subsidiaries and the effects of the employee death on the options
granted by specific provision included in the agreements entered into with the
employees.
Upon execution of the proxy received from the Stockholders’ Meeting, the Board of
Directors has granted a total of 55,084,800 options of which, as of December 31, 2012,
21,057,697 have been exercised.
On May 7, 2012, the Board of Directors granted 687,500 options to employees domiciled
in the United States with a fair value of Euro 7.85 per option as well as 1,389,000 options to
employees domiciled outside the United States with a fair value of Euro 8.23.