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BJS RESTAURANTS INC filed this Form DEF 14A on 04/26/2013
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  (10) Aggregate number of option awards outstanding held by Ms. Ottinger at January 1, 2013 is 28,651.


  (11) Includes $15,000 of fees paid to each of Mr. Bassi and Mr. King for their service to the Board in connection with oversight of the Company’s executive succession planning process.

Director Stock Ownership Guidelines

Effective January 3, 2007, the Board resolved that all non-employee directors are required to hold shares of our Common Stock with a value equal to four times the amount of the annual base cash retainer paid to non-employee directors, calculated using the most current year annual cash retainer adopted by the Board (currently $200,000). All non-employee directors are required to achieve these guidelines within four years of joining the Board. Shares that count towards satisfaction of these guidelines include:



Stock purchased on the open market;



Stock obtained through stock option exercises;



Stock obtained from the vesting of restricted stock units;



Deferred stock units; and



Stock beneficially owned in a trust, by spouse and/or minor children.

Mr. Bouts, Mr. Bassi, Mr. Dal Pozzo, Mr. Deitchle, Mr. Grundhofer, and Mr. King all currently comply with our director stock ownership guidelines. Since Mr. Hyde joined the Board in September 2009, Ms. Ottinger joined the Board in August 2010 and Mr. Gomez joined the Board in September 2011, each has additional time to comply with our ownership guidelines.