Ameriprise Financial, Inc. (NYSE: AMP) today announced the grant of
equity awards to former employees of J. & W. Seligman & Co. and H&R
Block Financial Advisors who became employees of Ameriprise Financial or
its subsidiaries resulting from the company’s acquisition of the firms
in the fourth quarter of 2008. In addition, the company granted equity
awards to former employees of Brecek and Young Advisors who became
employees of the company's subsidiary, Securities America, Inc., upon
its acquisition of the firm. Securities America, Inc. also completed its
acquisition in the fourth quarter of 2008.
The Compensation and Benefits Committee (CBC) of the company's Board of
Directors approved the program under which these equity awards were
granted. The committee is composed solely of independent directors. The
committee's approval was given based on the employment inducement
exemption provided under the corporate governance listing standards of
the New York Stock Exchange (NYSE). As a result, the program did not
require approval by the company's shareholders, and this press release
is being issued per applicable NYSE guidance.
The CBC approved the equity awards at its meeting on December 10, 2008.
Under the company’s established grant practices and procedures, the
grant date for these awards was January 2, 2009. A total of 641
employees that joined the company as part of these transactions received
equity awards. If all eligible employees accept the grants, the
aggregate number of shares of the company’s common stock will be awarded
as follows: 809,990 shares underlying non-qualified stock options,
1,949,433 shares of restricted stock, and 188,697 shares of restricted
The non-qualified stock options awarded have an exercise price equal to
the closing price of a share of the company's stock on the NYSE on
January 2, 2009, which was $24.00. The options will vest in one
installment on the fourth anniversary of the date of grant and will have
a 10-year term. The options may be forfeited under certain
circumstances, including termination of employment.
The restricted stock or restricted stock units awarded will vest
according to one of the following vesting schedules: over three years,
in as nearly equal installments as possible; in one installment on the
fifth anniversary of the date of grant; or in one installment on the
fourth anniversary of the date of grant. During the restricted period,
the restricted stock will have both dividend and voting rights and
restricted stock units will be eligible for dividend payments but not
voting rights. The restricted stock or restricted stock units may be
forfeited under certain circumstances, including termination of
All of these equity awards were approved as part of an employment
inducement program for the former employees of the acquired firms. None
of the awards was specifically negotiated by or approved for an
individual employee outside of this established program. No employee
receiving an award became an executive officer of the company.
The CBC may approve similar employment inducement award programs in
connection with future merger or acquisition activity by the company.
Ameriprise Financial, Inc. is a diversified financial services company
serving the comprehensive financial planning needs of the mass affluent
and affluent. For more information, visit ameriprise.com.
© 2009 Ameriprise Financial, Inc. All rights reserved.