BANCO BILBAO VIZCAYA ARGENTARIA, S.A. AND ... - BBVA

linked to the movement of the Total Shareholders Return (TSR) indicator. This indicator measures the return
on investment for shareholders as the sum of the revaluation of the Bank's shares plus dividends or other
similar concepts during the period of each program/plan by comparing the movement of this indicator for a
group of banks of reference in Europe and the United States.
Below are the main features of each of the equity-based remuneration schemes currently in force in the
BBVA Group.
Multi-Year Variable Share-Based Remuneration Plan for the BBVA Executive Team
The beneficiaries of these programs are the members of the Group’s executive team, including executive
directors and the BBVA’s Management Committee members (see Note 56). Currently, the following
programs are being operated:
• 2009-2010 program
The Bank’s Annual General Meeting on March 13, 2009 approved the 2009-2010 program, with a
completion date of December 31, 2010.
As of June 30, 2010, the number of “units” assigned to the beneficiaries of this program was 6,824,039.
• 2010-2011 program
The Bank’s Annual General Meeting on March 12, 2010 approved the 2010-2011 program, with a
completion date of December 31, 2011.
This program incorporates some restrictions to granting shares to the beneficiaries after the settlement.
These shares are available as follows:
- 40 percent of the shares received shall be freely transferable by the beneficiaries at the time of
their delivery;
- 30 percent of the shares are transferable a year after the settlement date of the program; and
- 30 percent are transferable starting two years after the settlement date of the program.
As of June 30, 2010, the total number of “units” assigned to the beneficiaries of this program was
3,361,437.
BBVA Compass long-term incentive plan
The Remuneration Committee of BBVA Compass has approved various long-term remuneration plans with
BBVA shares for members of the executive team and key employees of BBVA Compass and its affiliates.
Currently, BBVA Compass is operating the following plans:
• 2008-2010 plan
The starting date of this plan was January 1, 2008, and its completion date will be December 31, 2010.
The plan consists in assigning “restricted share units” to the beneficiaries. Each of these units represents
an obligation on the part of BBVA Compass to grant an equivalent number of BBVA American
Depositary Shares (ADS) after a certain period, conditional on compliance with specific criteria.
The total number of “restricted share units” assigned to the beneficiaries of this plan was 821.511.
• 2009-2011 plan
On November 27, 2009, the Remuneration Committee of BBVA Compass agreed to increase the
number of ADS in the existing plan and set up a new plan for the period 2009-2011, with a completion
date of December 31, 2011.
This plan consists of granting “units" or theoretical shares to management staff (as described at the start
of this section on remuneration based on equity instruments.
The total number of “units” and “restricted share units” assigned to the beneficiaries of this plan was
1.128.628.
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