2007 Annual Report & Proxy Statement
Table of Contents
- Cover
- Inside Cover
- Letter to Shareholders
- Financial Highlights
- Table of Contents
- SEC Form 10-K
- Special Note Regarding Forward-Looking Statements
- Part I
- Item 1. Business
- Item 1A. Risk Factors
- Item 1B. Unresolved Staff Comments
- Item 2. Properties
- Item 3. Legal Proceedings
- Item 4. Submission of Matters to a Vote of Security Holders
- Part II
- Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
- Item 6. Selected Financial Data
- Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
- Item 7A. Quantitative and Qualitative Disclosures About Market Risk
- Item 8. Financial Statements and Supplementary Data
- Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
- Item 9A. Controls and Procedures
- Item 9B. Other Information
- Part III
- Item 10. Directors and Executive Officers and Corporate Governance
- Item 11. Executive Compensation
- Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
- Item 13. Certain Relationships and Related Transactions, and Director Independence
- Item 14. Principal Accountant Fees and Services
- Part IV
- Item 15. Exhibits and Financial Statement Schedules
- 2008 Annual Meeting of Stockholders — Proxy Statement
- Attendance and Voting Matters
- Introduction
- Matters to Be Voted On at the 2008 Annual Meeting
- How to Vote Your Shares
- How to Revoke Your Proxy
- The Number of Votes That You Have
- What a Quorum Is
- What a “Broker Non-Vote” Is
- What Vote Is Required To Approve Each Proposal
- Proxy Voting on Proposals in the Absence of Instructions
- How Proxies Are Solicited
- Ownership of the Company
- Stockholders Who Own At Least Five Percent of the Company
- Ownership by Directors, Director Nominees and Executive Officers
- Stockholders with Section 16(a) Beneficial Ownership Reporting Requirements
- Relationship with Independent Registered Public Accounting Firm
- Fees and Services of PricewaterhouseCoopers LLP
- Board of Directors and Corporate Governance
- The Board, In General
- The Role of the Board in Corporate Governance
- Director
- Communication with Non-management Directors
- Director Attendance at Annual Meeting
- Independent Directors Constitute a Majority of the Board
- Meetings and Attendance during Fiscal 2007
- Committees of the Board
- Self-Evaluation
- Resignation on Job Change or New Directorship
- Business Conduct Policy and Code of Ethics
- Limitation on Adoption of Poison Pill Plans
- Transactions with Related Persons
- Report of the Audit Committee
- Executive Officers of the Company
- Compensation of the CEO and Other Executive Officers
- Compensation Discussion and Analysis
- Report of the Compensation Committee
- Summary Compensation Table
- Grants of Plan-Based Awards
- Equity Compensation Plan Information
- Discussion of Summary Compensation Table and Grants of Plan-Based Awards
- Non-Equity Incentive Plan Awards
- Equity Incentive Plan Awards - Performance-Based Restricted Stock Units
- Options
- Life Insurance Benefits
- Outstanding Equity Awards at Fiscal Year-End
- Option Exercises and Stock Vested
- Pension Benefits Table
- Assumptions Used in Calculating the Present Value of the Accumulated Benefits
- Features of the Retirement Plans
- Nonqualified Deferred Compensation Table
- Features of the Executive Deferral Plan
- Potential Payments on Termination or Change in Control
- Explanation of Potential Payments on Termination or Change in Control
- Director Compensation Table
- Discussion of Director Compensation Table
- Performance of Company Stock
- Discussion of Proposals Presented by the Board
- Item 1. – Election of Directors
- Item 2. – Appointment of the Independent Registered Public Accounting Firm
- Item 3. – Approval of the 2008 Directors Equity Compensation Plan
- Other Matters
- Annual Meeting
- Other Proposals
- Householding
- Reminder to Vote
- Appendix I Corporate Governance Principles
- Appendix II 2008 Directors Equity Compensation Plan
- Corporate Information
- Board of Directors and Executive Officers of Tiffany & Co.
- Stockholder Information
- Inside Back Cover
- Back Cover
PS-37
