EXHIBIT 10.32
October 8, 2009
Kalen Holmes
2027 32nd Ave S
Seattle, WA 98114
Dear Kalen,
Congratulations! It is with great pleasure that I confirm your offer of employment for the position of executive vice president, Partner Resources at Starbucks Coffee Company. I look forward to your first day on a mutually agreed upon date, on or around November 16, 2009.
Here Are The Specifics Of Your Offer:
You will be paid at a base salary that annualizes to $400,000.00.
Sign-On Bonus
You will receive a one-time sign-on bonus of $200,000 less payroll taxes which will be paid on the first regularly scheduled pay date following 30 days of employment. Your sign-on bonus is not eligible pay for purposes of making contributions into Starbucks savings plans.
Please note, should you voluntarily leave Starbucks during your first year of employment, you will be responsible for reimbursing Starbucks for a pro-rata gross share (n/12 based on number of months worked) of the one-time sign-on bonus you received. By accepting this position, you expressly authorize Starbucks to deduct any or all of any bonus reimbursement from any final compensation owed to you. If the amount due exceeds that withheld from your final pay, then you agree to pay the balance within 30 days after the effective termination date of employment with Starbucks.
Stock
You will be granted: (i) stock options to purchase shares of Starbucks common stock with an economic value of $1,050,000 (USD) and (ii) restricted stock units with an economic value of $750,000 (USD), under the Key Employee Sub-Plan to the 2005 Long-Term Equity Incentive Plan, subject to approval by the Compensation and Management Development Committee of the Board of Directors or its designee. The stock options will be non-qualified with an exercise price equal to the regular trading session closing price of a share of Starbucks stock on the date of grant. The options will vest in equal installments over a period of four (4) years, beginning on the first anniversary date of the grant, subject to your continued employment. The restricted stock units will also vest in equal installments over a period of four (4) years, beginning on the first anniversary date of the grant, subject to your continued employment. The grant date of your equity award will be after you assume your new position and otherwise effective in accordance with the Company’s equity grant timing policy.
As a senior executive the Company’s executive stock ownership guidelines will apply to you. The guidelines require covered executives to achieve a minimum investment in Starbucks stock within five years. The minimum investment for an executive vice president is $750,000. A copy of the guidelines will be provided to you.
Executive Management Bonus Plan
You will be eligible to participate in the Executive Management Bonus Plan (EMBP) starting in fiscal year 2010 provided that you remain in an eligible job for a minimum of three complete consecutive fiscal months. Your incentive target will be 65% of your eligible base salary.
Payout will be based on achievement of Company, business unit/department, and individual objectives. For more information about the Executive Management Bonus Plan, or a copy of the plan document, please talk with your Partner Resources generalist, Maura Stevenson at 206-318-7082. Starbucks reserves the right to review, change, amend, or cancel incentive plans at any time.
Kalen Holmes
Page 2
Management Deferred Compensation Plan
You may be eligible to participate in the Management Deferred Compensation Plan (MDCP) if you are on our U.S. payroll and meet the eligibility criteria. The MDCP is Starbucks non-qualified retirement plan that provides eligible partners with the opportunity to save on a tax-deferred basis. If you are eligible, you will receive general information and enrollment materials at your home address as soon as administratively possible after your mutually agreed upon start date on U.S. payroll. These materials will outline the limited window in which you will have an opportunity to enroll. If you have questions about the MDCP, please contact the Starbucks Savings Team atsavings@starbucks.com. Once eligible, you may also obtain more information about the MDCP online atwww.netbenefits.fidelity.com.
Future Roast 401(k) Savings Plan
You will be able to participate in the Future Roast 401(k) Savings Plan if you are on our U.S. payroll and meet the eligibility requirements. The Future Roast 401(k) provides eligible partners with the opportunity to save on a tax-deferred basis. Two weeks prior to your eligibility date, you will receive general information and enrollment materials at your home address. If you have questions about the Future Roast 401(k) Plan, please contact the Starbucks Savings Team atsavings@starbucks.com. You may also obtain more information about the Future Roast 401(k) athttp://LifeAt.sbux.com by clicking on Pay, Stock & Savings and choosing the Future Roast 401(k) link. Once eligible, you may obtain more information about the Future Roast 401(k) online atwww.netbenefits.fidelity.com.
COBRA
Should you elect COBRA (continuation of health coverage) from your previous employer, Starbucks will reimburse you for your COBRA premiums less applicable taxes until you become eligible for Starbucks benefits after the mandatory waiting period. Once you have signed up for COBRA coverage (within the 60-day election period), submit proof of payment(s) to your Partner Resources contact for processing. The proof of payment must be submitted for reimbursement within 60 days of your Starbucks benefit eligibility date. The reimbursement is classified as income by the federal government and is subject to all applicable payroll taxes and deductions.
Executive Life Insurance
As an executive, you and your family have a greater exposure to financial loss resulting from your death. Starbucks recognizes this exposure and has provided for coverage greater than outlined inYour Special Blend. You will receive partner life coverage equal to three (3) times your annualized base pay, paid for by Starbucks. You may purchase up to an additional two (2) times your annualized base pay (for a total of five (5) times pay) to a maximum life insurance benefit of $2,000,000.
Executive Physical Exam
You are eligible to participate in Starbucks executive physical program. Information about the program and our program provider will be emailed to you (new participants are notified at the beginning of each calendar quarter). The program provider will contact you shortly thereafter to establish an appointment. If you have questions about this physical, please contact Kelley Hardin at 206-318-7756.
Benefits
An overview of Starbucks benefits, savings and stock programs can be found athttp://media.starbucks.com.edgesuite.net/dotcom/media/pdf/YSB_Guide_Mar_2009.pdf. If you have questions regarding these programs or eligibility, please call the Starbucks Partner Contact Center at 1 (877) SBUXBEN. Please note that although it is Starbucks intent to continue these plans, they may be amended or terminated at anytime without notice.
Kalen Holmes
Page 3
Insider Trading
As an executive of the Company with access to sensitive business and financial information about the Company, you will be prohibited from trading Starbucks securities (or, in some circumstances, the securities of companies doing business with Starbucks) from time to time in accordance with the Company’s Insider Trading Policy and Blackout Procedures. A copy of the policy will be provided to you your first day and you will be required to sign a certificate indicating that you have read and understood the policy.
Coffee Hedging Policy
As an officer of the Company, a member of the Coffee Management Group, or a partner involved in coffee procurement and trading on behalf of the Company, you are prohibited from trading in coffee commodity futures for your own account. If you have further questions, please contact your Partner Resources generalist, Maura Stevenson at 206-318-7082.
If you accept this offer it is contingent upon your satisfying the conditions of hire including:
| | • | | Starbucks standard Insider Trading/Confidentiality Policy and Procedure document and Confidentiality/Invention Agreement (All Employees) |
| | • | | Non-Competition Agreement |
Your employment with Starbucks Coffee Company will be “at will,” meaning that either you or the Company will be entitled to terminate your employment at any time and for any reason, not prohibited by law.
On behalf of the entire team, I am excited to welcome you to the team and look forward to working with you.
Warm regards,
|
/s/ Howard Schultz |
| Howard Schultz |
| chairman, president and chief executive officer |
Stock Administration (S-HR3)
Olden Lee
| Enc. | Non-Competition Agreement |
Coffee Hedging Agreement
COBRA FAQ Document
Background Inquiry Application
2010 Health Plan Comparison Document
I accept employment with Starbucks Corporation, and its wholly-owned subsidiaries, according to the terms set forth above.
| | |
/s/ Kalen Holmes | | 10-11-09 |
| Kalen Homes | | Date |
Please fax this signed letter and your non-compete agreement to Olden Lee at 206-903-2728, and send original documents at your convenience.
