Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) Fiscal Year 2010 Long-Term Incentive Awards.
On October 1, 2009, the Management Development and Compensation Committee of KB
Home's Board of Directors (the "Committee") granted long-term incentive awards
for fiscal year 2010 to the principal executive officer, principal financial
officer and the other named executive officers of KB Home identified below, and
to certain other senior executives of KB Home. The grants consisted of shares of
restricted KB Home common stock and options to purchase KB Home common stock.
The descriptions set forth below of the stock options and restricted stock
granted on October 1, 2009 are qualified by reference to the forms of award
agreements, which are attached as exhibits to this Current Report on Form 8-K.
Stock Options. Each stock option granted on October 1, 2009, once vested,
entitles a recipient to purchase a share of KB Home common stock at the stock
option's grant price. The grant price for each stock option is $15.44. Each
stock option has a ten-year term from October 1, 2009 and vests in equal annual
installments over a three-year period.
Restricted Stock. Each share of restricted stock granted on October 1, 2009
entitles a recipient to one vote on all matters put before KB Home's
stockholders, and to receive all cash dividends that are paid in respect of one
share of KB Home common stock from and including the grant date through and
including the vesting date. A recipient will forfeit these shares if his or her
employment with KB Home is terminated before the vesting date. Each award of
restricted stock granted on October 1, 2009 vests on October 1, 2012.
The principal executive officer, principal financial officer and the other named
executive officers who were granted fiscal year 2010 long-term incentive awards
received stock options and restricted stock in the following amounts:
Officer Stock Options Restricted Stock
Jeffrey T. Mezger 489,258 0
Raymond P. Silcock 125,810 19,431
Wendy C. Shiba 70,768 10,930
William R. Hollinger 68,147 10,525
Kelly K. Masuda 36,695 5,668
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