GameStop Reports Inducement Awards Under NYSE Rule 303A.08

World News: . []

GRAPEVINE, Texas, April 15, 2019 (GLOBE NEWSWIRE) -- GameStop Corp. (NYSE: GME) announced the issuance today of restricted stock awards to George Sherman, its new Chief Executive Officer.  Consistent with the disclosures contained in a Form 8-K filed with the SEC on March 21, 2019, these awards were issued to induce Mr. Sherman to enter into employment with GameStop and were issued outside of GameStop’s stockholder approved equity incentive plan, in reliance on the inducement award exception contained in NYSE Listing Rule 303A.08.  GameStop is issuing this press release pursuant to NYSE Listing Rule 303A.08.

The awards to Mr. Sherman consist of 587,249 shares of time-based restricted stock and 587,248 shares of performance-based restricted stock.  The 587,248 shares of performance-based restricted stock represent the number of shares that would be earned at target levels of performance (the “Target Shares”).  The actual number of shares that may be earned in respect of the performance-based portion of the awards will vary between 0 to 200% of the Target Shares, depending on actual performance, with any above-target shares being issued at the time that performance is determined.

The inducement awards were made outside of GameStop’s Amended and Restated 2011 Incentive Plan, but have terms generally consistent with the relevant terms of that plan.  The time-based portion of the awards will vest in three equal annual installments, on the first, second and third anniversaries of today (the “Grant Date”), subject to Mr. Sherman’s continuous service with GameStop through the applicable vesting date.  The performance goals applicable to the performance-based portion of the awards have not yet been determined.  Those goals will be established at the same time as, and will be substantially the same as, the performance goals that will be applicable to 2019 annual equity awards issued to GameStop’s other named executive officers.  To the extent earned, the performance-based shares will vest on the third anniversary of the Grant Date, subject to Mr. Sherman’s continuous service with GameStop through that date.  In each case, the awards are subject to accelerated vesting upon certain termination events set forth in Mr. Sherman’s Employment Agreement.

GameStop Corp. Investor Relations
(817) 424-2001

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Globe Newswire: 23:24 GMT Monday 15th April 2019

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