GME 2018 Proxy Statement

(8) Reflects the grant date fair value for the designated fiscal years for the restricted stock awards in accordance with ASC 718 based on the common stock price on the date of grant. A portion of the restricted shares granted will vest in equal annual increments over a three-year period after the grant date, subject to continued service to the Company. The remaining restricted shares granted are subject to certain performance measures and will vest, if at all, based on the achievement of suchmeasures at the end of each respective performance period, subject to confirmation by theCompensation Committee and continued service to the Company. For fiscal 2017, 50% of the stock awards include performance-based restricted shares. If these performance-based awards are earned at the maximum of 200% of the target award, then the grant date fair market value of the shares subject to the fiscal 2017 performance-based awards would be as follows: Mr. Raines - $4,500,346; Mr. DeMatteo - $750,816; Mr. Lloyd - $1,512,250; Mr. Bartel - $2,161,440; Mr. Hogan - $1,081,478; and Mr. Mauler - $1,081,478. (9) Reflects incentive-based bonuses earned in each fiscal year. For fiscal 2017, Mr. Raines' STI payout was prorated for the portion of fiscal 2017 for which he served as Chief Executive Officer. (10) The amounts reported in the "All Other Compensation" column represent the sum of (a) the aggregate incremental cost to the Company of all perquisites and other personal benefits, including the personal use of the Company plane, premiums on life insurance and long-term disability insurance, third party financial planning services and annual physical examinations and (b) the amounts contributed by the Company to our 401(k) retirement savings plan and medical expense reimbursement plan. See details of these amounts in the "All Other Compensation" table below. All Other Compensation The following table provides information regarding the amounts reported in the "All Other Compensation" column of the Summary Compensation Table above for fiscal 2017: Name Personal Use of Company Aircraft & Ground Transportation (1) 401(k) Matching Contributions Life Insurance Long-term Disability Financial Services Medical Reimburse- ment (2) Total ($) $ 82,179 $ 8,422 $ 11,356 $ 18,127 $ 14,255 $ 20,051 $ 154,390 Daniel A. DeMatteo 4,876 11,339 — 64,061 — 20,051 100,327 Robert A. Lloyd 12,231 10,800 9,674 25,460 14,255 20,051 92,471 Tony D. Bartel — 10,800 12,058 18,127 14,255 20,051 75,291 Michael P. Hogan — 10,800 7,791 23,669 11,390 20,051 73,701 Michael Mauler 15,266 10,800 8,062 23,235 14,255 20,051 91,669 ____________________________ (1) Personal use of Company aircraft is valued based on the aggregate incremental costs to the Company to operate the aircraft. As described more fully in the "Other Considerations" section above, the aggregate incremental cost is calculated based on the portion of the total variable operating costs for the fiscal year that was incurred as a result of personal use of the aircraft. The use of the Company airplane by Mr. Raines was as a result of Mr. Raines' medical condition and was the Compensation Committee's preferred means of travel for Mr. Raines. Our NEOs are fully responsible for the personal income tax liability associated with their perquisites. The Company does not provide a tax gross-up with respect to such imputed income. (2) Represents Company contributions to our medical expense reimbursement plan. 36 | 2018 Proxy Statement