8-KMaterial AgreementsExhibits & Filings

Mondelez International, Inc. 8-K Report, Material Agreement (Apr 26, 2006)

Filed April 26, 2006For Securities:MDLZ

Summary

This 8-K filing from Kraft Foods Inc. (now Mondelez International) on April 26, 2006, details the approval of the "2006 Stock Compensation Plan for Non-Employee Directors" by its stockholders at the Annual Meeting held on April 25, 2006. This new plan is designed to replace the existing 2001 plan and aims to better align the interests of the company's non-employee directors with those of its shareholders. It also serves as a tool to attract and retain highly qualified individuals to serve on the Board of Directors. The plan allows for the annual grant of awards to eligible non-employee directors, with a total of up to 500,000 shares of Class A Common Stock available. Each participating director is slated to receive restricted stock valued at $115,000 or more annually, with awards potentially taking the form of restricted stock, stock options, or other equity-based compensation. The terms include a 10-year option term and a minimum six-month vesting period, with provisions for forfeiture upon cessation of directorship.

Key Highlights

  • 1Stockholders approved the new "2006 Stock Compensation Plan for Non-Employee Directors" on April 25, 2006.
  • 2The plan aims to align non-employee director interests with those of Kraft Foods' shareholders.
  • 3It also serves as a mechanism to attract and retain qualified non-employee directors.
  • 4Up to 500,000 shares of Class A Common Stock are authorized for grants under the plan.
  • 5Eligible non-employee directors will receive annual awards valued at $115,000 or more.
  • 6Awards can be in the form of restricted stock, stock options, or other equity-based compensation.
  • 7Stock options will have a 10-year term and a minimum six-month vesting period.

Frequently Asked Questions

The primary purposes of the 2006 Plan are to align the interests of the Company's non-employee directors with its stockholders and to attract and retain highly qualified non-employee directors.

The 2006 Plan provides for the issuance of up to 500,000 shares of the Company's Class A Common Stock, subject to adjustments for certain corporate events.

Each non-employee director is eligible to receive, on an annual basis, restricted shares of Common Stock having an aggregate fair market value of $115,000 or greater, as determined by the Compensation Committee.

Awards may be paid in the form of shares of Common Stock, restricted stock, stock options, other stock-based awards, or any combination thereof, as determined by the Compensation Committee.