STARBUCKS CORPORATION (SBUX) ESG RATING RESTAURANTS | US BB LAST UPDATE: June 10, 2016 Entrenched Board and Internal Pay Equity Problems

STARBUCKS CORPORATION (SBUX) ESG RATING RESTAURANTS | US BB LAST UPDATE: June 10, 2016 Entrenched board and internal pay equity problems

GOVERNANCE SNAPSHOT INDUSTRY RATING DISTRIBUTION ESG RATING HISTORY

AAA Board Independence % 76.9% A Significant Votes Against Management N/A BBB Entrenched Board YES A 57% Pay Performance Gap N/A 29% BB Executive Pay Non-Disclosure NO 7% 7% Multiple Share Classes with Different NO 0% 0% 0% Voting Rights CCC B BB BBB A AA AAA Aug-11 Sep-12 Sep-13 Sep-14 Sep-15

ESG SCORE CARD RATING COMMENT RATING DATE: September 24, 2015

WEIGHT SCORE QUARTILE Starbucks has been downgraded to 'BB' from 'BBB'. Some of the company's corporate governance practices aiser concern including an entrenched board and pay practices that feature high levels of CEO compensation, esultingr in Environment 20.0% 4.2 internal pay equity problems and limits on shareholder rights. Raw Material Sourcing 15.0% 2.3 ● As one of the most well-known coffee brands across the world, Starbucks is expanding rapidly in emerging markets Energy Efficiency 5.0% 10.0 ●●● such as China, with the number of new stores opened in 2013 ten times that of 2009. However, despite facing increased exposure to product quality and safety problems, Starbucks continues ot demonstrate weak management Carbon Emissions 0.0% 10.0 ●●●● procedures to ensure product safety at the store-level. The company’s operational osc t associated with labor Toxic Emissions & Waste 0.0% 6.9 ● disruptions is high omparc ed to other franchised companies' in this industry set, as licensed stores accounted for only 10% of its revenues in 2014. Starbucks' involvement in union related controversies could affect employee morale and Water Stress 0.0% 4.5 ●● worker productivity.

Social 66.0% 4.3 Analyst: Shuyuan Jin Labor Management 18.0% 2.2 ●● MOST SIGNIFICANT RISKS Product Safety & Quality 18.0% 3.1 ●

Opportunities in Nutrition & 15.0% 5.8 ●●●● Health Labor Management - Score 2.2 September 24, 2015

Supply Chain Labor Standards 15.0% 6.8 ●●●● Starbucks faces relatively high exposure to labor management challenges driven by its large workforce as well as involvement in controversies related to its tip sharing policy and its Health & Safety 0.0% 7.8 ●● strained union relations. Starbucks has in place moderately strong employee benefit policies Governance 14.0% 4.0 and employee engagement programs.

Corporate Governance 14.0% 4.0 ●

Anticompetitive Practices 0.0% 5.0 N/A Product Safety & Quality - Score 3.1 September 24, 2015

Business Ethics & Fraud 0.0% 4.2 N/A Starbucks provides limited evidence of its quality management systems to counter its View Corporate Governance Details Section → increasing exposure to regulatory and reputational risks associated with potential product quality and safety problems as it expands its menu to include more food options. Should controversies arise due to poor management, the company could not only face significant Key Issues ● Bottom Quartile financial penalties in theorm f of remediation osc ts, but could also experience substantial ●●●● Top Quartile loss in consumer confidence. Issues that we determine do not present material risks or opportunities to companies in a given industry receive 0% weight and do not impact the overall ESG rating.

MOST RECENT CONTROVERSIES (View Controversies Detail Section →)

HEADLINE ASSESSMENT TYPE DATE Class Action Lawsuit Alleging Under-Filling of Lattes Minor Marketing & Advertising June 2016 USD 5 Million Lawsuit Alleging False Marketing of Liquid Amount in Cold Drinks Minor Marketing & Advertising May 2016 Recall of Turkey Paninis From 1,347 Coffee Shops Over Potential E.Coli Outbreak Link; No Illnesses Minor Product Safety & Quality December 2015 Reported European Commission Investigation Into Tax Agreements with the Netherlands Moderate Bribery & Fraud November 2015 Discrimination Lawsuit Filed by Deaf Former Employee Moderate Discrimination & orkfW orce October 2015 Diversity

CEO BOARD OF DIRECTORS SHAREHOLDERS

Name Majority Shareholder Control (%) Howard Schultz 10 3 N/A Tenure Men on Board Women on Board Insider Holdings (%) 8 Years 3.4% Total Realized Pay 5% Holdings USD 62,597,797.0 18.0% Total Summary Pay % Held by Largest Shareholder USD 21,466,454.0 2 1 10 N/A Inside Directors Outside related Directors Outside Directors

LARGEST 10 INDUSTRY PEERS (RESTAURANTS)

RAW ENERGY LABOR PRODUCT OPPORTUNITIES SUPPLY CORPORATE RATING MATERIAL EFFICIENCY MANAGEMENT SAFETY & IN NUTRITION CHAIN GOVERNANCE AND SOURCING QUALITY & HEALTH LABOR TREND STANDARDS

WHITBREAD PLC ●●●● ●●● ●● ●● ●● ● ●●●● AA ↔

COMPASS GROUP PLC ●●● ●● ●● ●● ●●● N/A ●●●● BBB ↔

ARAMARK ●●●● N/A ●●● ●●● ●●●● N/A ● BBB ↔

SODEXO S.A. ●●● ●● ● ●●●● ●●● N/A ●● BBB ↔

DOMINO'S PIZZA, INC. ● N/A ●●●● ● ● N/A ●●● BBB ↑

CHIPOTLE MEXICAN GRILL, INC. ●● ● ●●● ●●● ●●● N/A ● BB ↔

MCDONALD'S CORPORATION ●●●● ●●● ● ● ●●●● N/A ●●● BB ↓

STARBUCKS CORPORATION ● ●●● ●● ● ●●●● ●●●● ● BB ↓

DARDEN RESTAURANTS, INC. ●●● ●●● ●●● ●●●● ●● N/A ●●●● BB ↔

Restaurant Brands International Inc. ●● N/A ●●●● ●● ●● N/A ● BB ↔

YUM! BRANDS, INC. ●●●● ●●● ● ● ●● N/A ●● CCC ↔

QUARTILE KEY: ● Bottom Quartile ●●●● Top Quartile RATING TREND KEY: ↔ maintain ↑ upgrade ↑↑ two or more notch upgrade ↓ downgrade ↓↓ two or more notch downgrade

Score Change Quartile Weight As of Raw Material Sourcing (since rating) 2.3 n/a ● 15.0% Sep 24, 2015

RAW MATERIAL SOURCING PERFORMANCE KEY ISSUE SCORE DISTRIBUTION*

36%

14% 14% 14% 7% 7% 7% 0% 0% 0% 0% 0 1 2 3 4 5 6 7 8 9 10 Key Issue Score A chart is not available because we do not measure exposure on this key issue. TOP 5 INDUSTRY LEADERS

MCDONALD'S CORPORATION 7.8

ARAMARK 6.5

WHITBREAD PLC 6

YUM! BRANDS, INC. 5.4

SODEXO S.A. 5.2

BOTTOM 5 INDUSTRY LAGGARDS

ANALYSIS Domino's Pizza Enterprises Ltd 4

Because only a relatively small portion of its sales are dependent on materials whose production anc McDonald's Holdings Company 3.3 have substantial environmental impacts such as dairy, Starbucks has low exposure to risks of brand (Japan), Ltd. damage or failure to meet consumer demand related to such sourcing. Despite this low dependence on dairy sourcing, given Starbuck’s global brand recognition, this xposure e, albeit low, could overtime Jollibee Foods Corp 3.1 translate into reputational risk. The ompanc y provides no evidence of initiatives to source more sustainably produced dairy. DOMINO'S PIZZA, INC. 2.4 STARBUCKS CORPORATION 2.3 Our model assesses risk exposure based on the portion of a company's sales that is dependent on materials that may be sourced unsustainably as well as the estimated volume of relevant materials that it purchases. A high portion of sales dependent on these materials suggests greater vulnerability METHODOLOGY NOTE to reputational damage or failure to meet shifting onsumerc demand for more ecologically responsible products, while a high volume of material purchased makes a company more likely to face public scrutiny over its sourcing. Unlike most peers that focus on food products such as beef and seafood, the This issue evaluates the extent to which primary controversial material used by Starbucks is dairy (due to significant carbon footprint, methane companies may face reputational risks by emissions, deforestation risk orf cattle anchingr , and waste generation). eW estimate the percentage sourcing or utilizing ar w materials with high of dairy-dependent sales to be relatively low, given its use as only a component of its signature environmental impacts. Scores are based on products, rather than being the product itself. reliance on environmentally intensive agricultural raw materials; sustainable sourcing policies, commitments, and certification; and Companies best positioned ot address reputational risks have policies to source materials with lower environmental controversies in the supply chain. environmental impact and participate in initiatives to reduce the environmental impact of raw

ESG RATINGS REPORT | PAGE 3 OF 43 ©2016 MSCI INC. ALL RIGHTS RESERVED. STARBUCKS CORPORATION (SBUX) ESG RATING BB materials production. Starbucks does not report on any external or internal certification ts andards and has not set targets with regard to improving its raw materials sourcing practices. As public awareness of the environmental implications of dairy production increases, Starbucks might face consumer backlash and increased public scrutiny over its sourcing practices in the future, should it continue failing to offer products with improved environmental characteristics.

Risk: Dependency on Raw Material

Estimated percent of sales reliant on material (private label where applicable) Seafood: 0.0% Timber and/or Paper: 0.0% Palm Oil: 0.0% Beef and/or Dairy: 10.0% Leather: 0.0% Cotton: 0.0%

Footprint: Volume of Raw Material Used

Total estimated sales reliant on each material (3 year average, USD million) Seafood: 0.0 Timber and/or Paper: 0.0 Palm oil: 0.0 Beef and/or Dairy: 1,487.98 Leather: 0.0 Cotton: 0.0

RISK MANAGEMENT

Sourcing Policy and Commitments

Percentage of products externally certified by agencies with the most stringent standards Beef and/or Dairy: : None

Percentage of products with traceable origin of raw materials Beef and/or Dairy: None

Collaboration with suppliers to address impacts of raw materials Beef and/or Dairy: None

Controversies

All controversies are assessed as part of the annual review of a company's ESG rating. MSCI SGE Research tracks controversies for all companies on a regular basis.

No major relevant controversies have been uncovered.

Score Change Quartile Weight As of Energy Efficiency (since rating) 10.0 n/a ●●● 5.0% Sep 24, 2015

ENERGY EFFICIENCY PERFORMANCE KEY ISSUE SCORE DISTRIBUTION* Top Quartile Second Quartile Third Quartile Bottom Quartile 64% 10 Strong Management t 9

emen 18% 8 9% 9% 0% 0% 0% 0% 0% 0% 0% 7 STARBUCKS CORPORATION 0 1 2 3 4 5 6 7 8 9 10 Moderate Management

6 Risk Manag Key Issue Score

5 TOP 5 INDUSTRY LEADERS 4

3 Limited Management DARDEN RESTAURANTS, INC. 10 2 MCDONALD'S CORPORATION 10 1 Risk Exposure STARBUCKS CORPORATION 10 0 0 1 2 3 4 5 6 7 8 9 10 WHITBREAD PLC 10 Low Risk Moderate Risk High Risk YUM! BRANDS, INC. 10

BOTTOM 5 INDUSTRY LAGGARDS

ANALYSIS SODEXO S.A. 9.8

Starbucks, similar to peers in the Restaurant industry is characterized with low exposure to risks Domino's Pizza Enterprises Ltd 9.3 associated with rising energy prices, as its business activities ear not particularly energy-intensive. The company has adopted relatively strong initiatives compared to peers to reduce its energy McDonald's Holdings Company 7.8 consumption. (Japan), Ltd. Jollibee Foods Corp 7.3 We assess exposure to these risks based on the extent to which companies’ core business operations are highly energy intensive. Companies in the Restaurants industry are significantly less energy CHIPOTLE MEXICAN GRILL, INC. 6.8 dependent than those involved in heavy manufacturing or extractive operations. Nonetheless, along with the environmental footprint of farming and raw materials production, energy use in restaurant facilities is one of the ek y environmental impact areas for this industry. According to the data from the METHODOLOGY NOTE US EPA’s Energy Star program, restaurants use about five to seven times more energy per square foot than other commercial buildings. High-volume quick-service restaurants (QSRs) may even use up to 10 times more energy per square foot than other commercial buildings. Nonetheless, compared to other This issue evaluates the extent to which companies in the Restaurants industry, Starbucks generally has lower refrigeration and ookingc needs companies may face increased or volatile energy as it is mainly involved in coffee production. costs across their operations. Scores are based on exposure to energy intensive businesses; efforts to reduce energy consumption; and Starbucks has moderately strong programs to address its energy consumption. The ompanc y has set a energy consumption vo er time and s.v peers. new target to reduce its energy consumption yb 25% from a 2008 baseline by 2015. Its energy reduction initiatives include installation of ENERGY STAR equipment, energy efficient lighting and appliances. Out of over 10,700 company-operated stores, Starbucks has obtained LEED certification

ESG RATINGS REPORT | PAGE 5 OF 43 ©2016 MSCI INC. ALL RIGHTS RESERVED. STARBUCKS CORPORATION (SBUX) ESG RATING BB for 500 of its stores (approximately 5%). Starbucks has also stated that it plans to align 100% of its new stores to sustainable building standards. Further, in its efforts to increase purchase of renewable energy credit certificates (RECs) to the equivalent of 100% of the electricity used in company-owned stores globally by 2015, the company has purchased more than 50% RECs, which is in line with peers in the set who are switching to renewable energy.

Between 2008 and 2014, Starbucks consistently demonstrated a downward trend in energy intensity in its US and Canadian company-owned stores, though the exact figure for 2014 energy consumption is not disclosed. While not exceptional, Starbucks' initiatives will likely help it mitigate some associated costs and regulatory requirements as energy prices continue ot rise.

RISK EXPOSURE

Risk Exposure Score ▼ 1.7

RISK MANAGEMENT

Risk Management Score ▼ 6.6

Governance and Strategy Has the company implemented programs or taken actions ot improve the Yes energy efficiency of its operations?:

Targets

Energy efficiency improvement targets:

Baseline Year Baseline Target Year Target Description Target Reduction (%) 2008 6.8 2015 Reducing electricity use in company-owned stores 25.0%

Controversies

This key issue assesses energy consumption data to determine companies' environmental impact. Controversies are not covered under this heading.

Score Change Quartile Weight As of Labor Management (since rating) 2.2 n/a ●● 18.0% Sep 24, 2015

LABOR MANAGEMENT PERFORMANCE KEY ISSUE SCORE DISTRIBUTION* Top Quartile Second Quartile Third Quartile Bottom Quartile 50% 10 Strong Management t 9

emen 14% 14% 8 7% 7% 7% 0% 0% 0% 0% 0% 7 0 1 2 3 4 5 6 7 8 9 10 Moderate Management

6 Risk Manag Key Issue Score

5 STARBUCKS CORPORATION TOP 5 INDUSTRY LEADERS 4

3 Limited Management DOMINO'S PIZZA, INC. 5.8 2 Restaurant Brands International Inc. 5.1 1 Risk Exposure McDonald's Holdings Company 4.5 0 (Japan), Ltd. 0 1 2 3 4 5 6 7 8 9 10 Low Risk Moderate Risk High Risk Jollibee Foods Corp 4.1

CHIPOTLE MEXICAN GRILL, INC. 2.6

BOTTOM 5 INDUSTRY LAGGARDS ANALYSIS WHITBREAD PLC 2.1 Starbucks faces relatively high exposure to labor management challenges driven by its large workforce as well as involvement in controversies related to its tip sharing policy and its strained union relations. Domino's Pizza Enterprises Ltd 1.9 Starbucks has in place moderately strong employee benefit policies and employee engagement programs. SODEXO S.A. 1.7 YUM! BRANDS, INC. 0.8 Our model evaluates the company's risk of operational disruptions due ot labor unrest or reduced productivity on account of poor job satisfaction. Starbucks faces overall high exposure to labor-related MCDONALD'S CORPORATION 0.7 work stoppages (e.g., strikes and lockouts), with nearly all assets in the US, a high-risk geographic market, according to our analysis of labor unrest statistics yb country and region published by the International Labour Organization. Starbucks has 191,000 employees, which is slightly lower than the METHODOLOGY NOTE industry average of 238,600 employees. A large workforce could place a company at a disadvantage in monitoring employment practices and maintaining consistent standards among all store operations. While direct control over labor issues within its franchises (which comprise 50% of the total stores in This issue evaluates the extent to which 2014) are largely the legal responsibility of the franchise owner, from a reputational ts andpoint, companies may face workflow disruptions due ot Starbucks could lose credibility as a responsible business should labor controversies arise. labor unrest or reduced productivity due ot poor job satisfaction. Scores are based on exposure to regions facing labor unrest, size of workforce, Companies that have comprehensive compensation and benefits packages, provide formal employee and corporate restructuring / layoffs; workforce engagement channels, as well as broad-based professional development and training opportunities, policies, benefits, training, and employee are best positioned ot mitigate operational risks in this area. Compared to peers, Starbucks has stock engagement; and labor-related controversies.

ESG RATINGS REPORT | PAGE 7 OF 43 ©2016 MSCI INC. ALL RIGHTS RESERVED. STARBUCKS CORPORATION (SBUX) ESG RATING BB plans, retirement saving plans and bonus for employees. It provides evidence of employee engagement surveys, which can help a company stay ahead of morale, productivity, and turnover problems. In addition, the company provides a number of training and professional development opportunities across its job functions (i.e., from baristas to management), as well as tuition reimbursement.

Although the company provides evidence of union representation, historically, Starbucks has faced criticism over its alleged opposition ot unions on issues related to working conditions. The ompanc y’s tip sharing policy and low wages have also faced public criticism. However, compared to peers in the set such as McDonald’s and Yum! Brands, Starbucks does not have systemic problems related to working conditions and agw es at its company operated and franchise stores.

RISK EXPOSURE

Risk Exposure Score ▼ 9.1

Exposure Summary

Risk % of Operations yb Segment 1 % of Operations yb Geography 2 Low 1.15% 0.0%

Medium 0.0% 100.0%

High 98.85% 0.0%

1 This represents the portion of the company's revenues derived from lines of business that are High Risk (typically experience high levels of labor unrest, work stoppages, or related disputes), Medium Risk (typically experience moderate levels of labor unrest, work stoppages, or related disputes), and Low Risk (typically experience low levels of labor unrest, work stoppages, or related disputes).

2 This represents the portion of the company's revenues derived from lines of countries or regions that are High Risk (where there is a high incidence of labor unrest such as work stoppages), Medium Risk (where there is a moderate incidence of labor unrest such as work stoppages), Low Risk (where there is a low incidence of labor unrest such as work stoppages).

Additional Exposure Indicators

Layoffs Events Major Layoffs: No

Size and Composition of orkfW orce Number of employees: 238,000

Number of Employees

Year Number of employees Part time orkw ers (%) Contract or temporary workers (%) Estimated Part time/contract % 2008 176,000

2009 142,000

2010 137,000 ESG RATINGS REPORT | PAGE 8 OF 43 ©2016 MSCI INC. ALL RIGHTS RESERVED. STARBUCKS CORPORATION (SBUX) ESG RATING BB Year Number of employees Part time orkw ers (%) Contract or temporary workers (%) Estimated Part time/contract % 2011 149,000

2012 160,000

2013 182,000

2014 191,000

2015 238,000

RISK MANAGEMENT

Risk Management Score ▼ 4.3

Strategy Evidence of collective agreements: Yes Employee stock ownership plan (ESOP) or employee stock purchase plan Only select number of employees eligible for ESOP and/or ESPP (ESPP): Variable performance-based component to pay: Selective performance-based incentive pay for non-officert s aff Non-compensation benefits including pension and er tirement: Evidence of non-compensation benefits but no indication of scope

Labor-related policy/code of conduct covers the following for its own workforce Anti-Discrimination/ Diversity and inclusion: Yes Child Labor: Not Disclosed Forced Labor: Not Disclosed Freedom of Association: Not Disclosed

Controversies

All controversies are assessed as part of the annual review of a company's ESG rating. MSCI SGE Research tracks controversies for all companies on a regular basis.

Controversy Cases

Assessment Headline Status Last Updated Moderate Discrimination Lawsuit Filed by Deaf Former Employee Ongoing October 2015 Moderate Canada: CAD 1 Million Lawsuit Filed By Assaulted Female Employee Over Alleged Lack of Protection Ongoing September 2015 in Workplace Moderate NYT Report: Low Wages/Flexible Hours Making it Hard for Employees to Coordinate Other PrioritiesOngoing August 2014 Moderate Alleged Anti-Union acticsT in Chile Ongoing January 2014

Score Change Quartile Weight As of Product Safety & Quality (since rating) 3.1 n/a ● 18.0% Sep 24, 2015

PRODUCT SAFETY & QUALITY PERFORMANCE KEY ISSUE SCORE DISTRIBUTION* Top Quartile Second Quartile Third Quartile Bottom Quartile 50% 10 Strong Management t

9 21% 21% emen 8 7% 0% 0% 0% 0% 0% 0% 0% 7 0 1 2 3 4 5 6 7 8 9 10 Moderate Management

6 Risk Manag Key Issue Score

5 TOP 5 INDUSTRY LEADERS 4 STARBUCKS CORPORATION 3 Limited Management SODEXO S.A. 5.4 2 Jollibee Foods Corp 5.2 1 Risk Exposure DARDEN RESTAURANTS, INC. 4.8 0 0 1 2 3 4 5 6 7 8 9 10 McDonald's Holdings Company 4.4 Low Risk Moderate Risk High Risk (Japan), Ltd.

ARAMARK 4.3

BOTTOM 5 INDUSTRY LAGGARDS ANALYSIS Restaurant Brands International Inc. 3.9 Starbucks provides limited evidence of its quality management systems to counter its increasing exposure to regulatory and reputational risks associated with potential product quality and safety DOMINO'S PIZZA, INC. 3.4 problems as it expands its menu to include more food options. Should onc troversies arise due to poor management, the company could not only face significant financial penalties in theorm f of STARBUCKS CORPORATION 3.1 remediation osc ts, but could also experience substantial loss in onsumerc confidence. MCDONALD'S CORPORATION 2.6

Our assessment of risk exposure is based on product characteristics and a ompanc y's volume of sales YUM! BRANDS, INC. 2.1 or production. Products and services that carry higher risk exposure include those with higher potential orf harm to public health, where public risk tolerance is low, where recalls are frequent, and where brand names are well recognized. The Restaurants industry faces moderately high risk exposure METHODOLOGY NOTE due to a combination of these actf ors. As a specialty coffee company, recall rates at Starbucks are relatively low. According to some research studies, excessive intake of coffee could linked to increased acidity and irritation in the lining of the ts omach, interference in absorption of essential minerals and This issue evaluates the extent to which vitamins and adrenal exhaustion. Larger sales or production olumesv present more opportunities orf companies may face product recalls or lost food safety issues to arise. Starbucks production olume,v as represented by sales in 2014 was USD customer trust due to product quality concerns. 16,450 million, higher than the industry average of USD 12,920 million. Moreover, with its rapid Scores are based on exposure to products with expansion in emerging market, especially in some countries such as China, we see the company’s greater incidence of safety issues; efforts to elevated exposure to food safety risk as consumers in these regions are paying increased attention ot ensure product safety and quality through the food safety issues and governmental bodies are cracking down on food safety violations yb revising supply chain, operations, and marketing; ecr alls, laws or introducing new regulations. Although China only accounts for approximately 5% of its total warning letters, warranty payments; and 2014 revenue, Starbucks newly opened 217 stores in China last year, comprising 32% of new stores controversies. opened in total.

Companies that proactively manage product quality and safety by achieving certification ot widely acceptable standards, undertaking extensive product quality testing and building trs ong processes to track raw materials are best positioned ot mitigate risks in this area. While Starbucks has a fairly robust system in place to monitor the quality of the coffee beans it procures from suppliers, we find little videncee of detailed management systems regarding food quality and safety across its store operations orf food items such as baked goods, sandwiches, and snacks served at its company-owned and franchise restaurants. Unlike Tim Hortons, Starbucks reports no information on oodf safety and quality training for employees, nor does it report the existence of internal procedures and assessments to ensure that all locations are compliant with high food standards (e.g., quality audits). In addition, along with um!Y Brands and McDonald’s, Starbucks has been involved in the July 2014 expired meat scandal in China.

RISK EXPOSURE

Risk Exposure Score ▼ 6.9

RISK MANAGEMENT

Risk Management Score ▼ 3.0

Policies & Programs

Supply chain and sourcing

Conducts supplier training on quality assurance Frequency of supplier training: No evidence Scope of supplier training: Not disclosed

Certification program for suppliers Tier 1 - Direct supplier facilities and processes certified by company Not Disclosed employees or third-party auditors: Tier 2 - Indirect / sub supplier facilities and processes certified by Not Disclosed company employees or third-party auditors: Tier 3 - Ingredients / raw materials checked for quality on a regular Yes basis:

Manufacturing and handling Certifieswn o operations ot a widely accepted product safety / quality No evidence standard (e.g. HACCP, ISO 9001, or equivalent) :

Conducts quality control / product safety training program for employees Scope of employee training: No evidence

Product testing In-house testing or third party: No evidence Scope of product testing: No evidence

Controversies

All controversies are assessed as part of the annual review of a company's ESG rating. MSCI SGE Research tracks controversies for all companies on a regular basis.

Controversy Cases

Assessment Headline Status Last Updated Minor Recall of Turkey Paninis From 1,347 Coffee Shops Over Potential E.Coli Outbreak Link; No Illnesses Concluded December 2015 Reported Minor Recall of Teavana Tristan Glass Pitchers Over Glass Leak and Breakage Complaints; Few Minor Concluded July 2015 Injuries Reported Minor Chinese Supplier Mixed Expired Meat with Fresh Product; Expiration Dates Also Falsified Concluded July 2014

Score Change Quartile Weight As of Opportunities in Nutrition (since rating) & Health 5.8 n/a ●●●● 15.0% Sep 24, 2015

OPPORTUNITIES IN NUTRITION & HEALTH PERFORMANCE KEY ISSUE SCORE DISTRIBUTION* Top Quartile Second Quartile Third Quartile Bottom Quartile 29% 10 Strong Management 21% 21% 21% t 9 emen 8 7% 0% 0% 0% 0% 0% 0% 7 0 1 2 3 4 5 6 7 8 9 10 Moderate Management STARBUCKS CORPORATION

6 Risk Manag Key Issue Score

5 TOP 5 INDUSTRY LEADERS 4

3 Limited Management ARAMARK 6.4 2 MCDONALD'S CORPORATION 5.9 1 Risk Exposure STARBUCKS CORPORATION 5.8 0 0 1 2 3 4 5 6 7 8 9 10 COMPASS GROUP PLC 5.2 Low Risk Moderate Risk High Risk SODEXO S.A. 5.2

BOTTOM 5 INDUSTRY LAGGARDS

ANALYSIS Restaurant Brands International Inc. 3.5

With most of its business in specialty coffee, non-alcoholic beverages, snacks, and breakfast and lunch McDonald's Holdings Company 3.4 sandwich items, we see moderate opportunities orf Starbucks to benefit from the market trends (Japan), Ltd. around healthier food options. The ompanc y continues ot improve on its offerings of healthier menu choices and we expect the company's nutrition-oriented initiatives to continue ot attract customers DOMINO'S PIZZA, INC. 3.3 seeking healthier grab-and-go menu options. Domino's Pizza Enterprises Ltd 3.2

We assess the level of business growth opportunities in nutrition and health market based on the Jollibee Foods Corp 1.2 extent to which companies’ product portfolios include product categories and market segments where nutritious and healthier products are projected to grow quickly, as well as percentage of sales in countries with strong demand for healthier products. Nearly 73% of its revenues are derived in the US METHODOLOGY NOTE where we see strong demand for healthier products. Starbucks has a wide portfolio of hot and cold coffee beverages, teas, and smoothies, and also sells several baked goods, sandwiches, and snack products, which offer moderate opportunities ot attract consumers looking for healthy food options. This issue evaluates the extent to which companies take advantage of growth opportunities in the market for healthier Starbucks has taken strong steps to tap consumer demand for more balanced and nutritious diets. Its products. Scores are based on exposure to drink menu is diverse and largely customizable, which allows it to adjust the fat content in beverages geographies with strong demand for healthier (e.g., the percentage of fat content in its milk-based lattes) based on customer preferences. In products; innovation apacity;c and products with addition, the ompanc y offers fruit smoothies and fresh juices. Since 2009, Starbucks has removed an improved nutritional or healthier profile artificial vfla ors and dyes, artificial ans-ftr at and high fructose syrup from its products. The company (including credible external verification). offers a number of low to no sugar coffee options and has launched healthier products such as Bistro

Boxes which offer a wide array of whole grains, fresh fruits and vegetables thereby competing with healthier salad options va ailable at peers such as McDonald's and Tim Hortons. Unlike its competitor, Tim Horton's, Starbucks sells organic coffee products such as Organic Yukon Blend, Organic Shade Grown Mexico and Organic Timor-Leste (a clover coffee) among other products and its certified organic purchases in 2014 comprised 1.1% of its total coffee purchases.

RISK EXPOSURE

Risk Exposure Score ▼ 6.4

RISK MANAGEMENT

Risk Management Score ▼ 6.0

Management In-house innovation apacityc (e.g. research centers and staff): Limited

Food & Beverage Company produces or markets food products: Yes Organic: Begun commercial sales but low revenue (less than 5% of revenues) Less sugar: Involvement as part of core business (more than 5% of revenues) Less fat: Involvement as part of core business (more than 5% of revenues) Less sodium: No involvement Fewer artificial ingredients (e.g. preservatives, colorings, aspartame, Nearly all products covered and other controversial ingredients): Enhanced / fortifiedo t address nutrient deficiencies (e.g. vitamin A, No involvement zinc, iodine, iron): Reduced portion size: No involvement

Controversies

All controversies are assessed as part of the annual review of a company's ESG rating. MSCI SGE Research tracks controversies for all companies on a regular basis.

Controversy Cases

Assessment Headline Status Last Updated Minor Class Action Lawsuit Alleging Under-Filling of Lattes Ongoing June 2016 Minor USD 5 Million Lawsuit Alleging False Marketing of Liquid Amount in Cold Drinks Ongoing May 2016

Score Change Quartile Weight As of Supply Chain Labor (since rating) Standards 6.8 n/a ●●●● 15.0% Sep 24, 2015

SUPPLY CHAIN LABOR STANDARDS PERFORMANCE KEY ISSUE SCORE DISTRIBUTION* Top Quartile Second Quartile Third Quartile Bottom Quartile 100% 10 Strong Management t STARBUCKS CORPORATION 9 emen 8 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 7 0 1 2 3 4 5 6 7 8 9 10 Moderate Management

6 Risk Manag Key Issue Score

5 TOP 5 INDUSTRY LEADERS 4

3 Limited Management STARBUCKS CORPORATION 6.8 2 WHITBREAD PLC 6.6 1 Risk Exposure 0 BOTTOM 5 INDUSTRY LAGGARDS 0 1 2 3 4 5 6 7 8 9 10 Low Risk Moderate Risk High Risk STARBUCKS CORPORATION 6.8

WHITBREAD PLC 6.6

ANALYSIS METHODOLOGY NOTE

This issue evaluates the extent to which Starbucks faces high exposure to risks of production disruption and brand damage stemming from companies may face reputational risks or labor disputes in the supply chain due to its high volume of coffee production, in which the beans are production disruptions due ot sub-standard sourced from suppliers in developing countries, as well as its well-recognized brand name. The treatment of workers in the company’s supply company has relatively strong supply chain labor management initiatives to help it mitigate at least chain. Scores are based on brand visibility and some these risks. However, higher risk profile omparc ed to Tim Hortons, which is considerably smaller reliance on outsourced production; labor than Starbucks (three-year average sales of Tim Hortons is USD 3 billion versus Starbucks which is USD policies, compliance monitoring, and 14.9 billion) affects its overall performance on this key issue. engagement with suppliers; and labor controversies in the supply chain. Our model assesses risk exposure based on production olumev (as represented by sales), estimated portion of production in low-cost countries that pose risks of labor law violations, and whether the company’s brand name is among those most globally recognized based on third-party reviews. A high volume of production ombinedc with substantial outsourcing suggests a more complex supply chain and greater opportunities orf disruptions ot arise. Companies with highly recognized brand names have more to lose in the case of negative publicity and are more likely to be targeted by NGOs, media, and labor rights advocates. Coffee, cocoa, and tea plantations have historically been linked to excessive working hours, poor conditions, and use of child labor. Most of the company's coffee is sourced from developing countries, with over 20% of purchasing from low-cost and high-poverty rate countries, where labor rights are generally underdeveloped compared to more affluent countries. In addition, the ompanc y is much larger (and globally more well-known) than Canadian competitor Tim Hortons elevating its risk of public scrutiny.

Companies that are best positioned ot address these risks establish labor management policies meeting trings ent international norms, implement programs to verify compliance with the policies in the supply chain, and introduce incentives for compliance among suppliers.

Starbucks' most notable efforts in this area are represented by its Coffee and Farmer Equity (C.A.F.E.) Practices program, through which it outlines a number of labor standards and working condition requirements for coffee suppliers, as well as a system to audit and verify compliance. The company aims to ensure that 100% of its coffee is ethically sourced by 2015; it defines 'ethically sourced' as coffee that is third-party verified or certified oughthr C.A.F.E. Practices or other widely ecr ognized standards such as those embodied in Fairtrade certification. In 2014, the company notes that 96% of its coffee was verified according to C.A.F.E practices and 96% of its coffee was ethically sourced.

Starbucks also has programs to ensure ethical sourcing of cocoa beans as well as non-coffee suppliers and validates its practices through third-party verifications. In 2013, it assessed 86 actf ories (total number of supplier factories remain unknown) and reported violations ta 22 of them. Although remedial action measures were taken to help the suppliers’ improve standards, the company noted that it discontinued its elar tionship with 17 actf ories over standards' issues.

Additionally, the company promotes supplier compliance with high labor standards globally through various memberships, including the Global Social Compliance Program (joined in 2011), Farmer Support Centers, and through the pursuit of Fairtrade certifiedoff c ee. In 2013, about 8.4% of its coffee purchases were Fairtrade certified. In anff e ort to address protection of orkw ers and encourage better working conditions, Starbucks also hosts various supplier engagement programs such as annual Supplier Summit to discuss issues related to improving conditions of orkw ers at supplier factories.

RISK EXPOSURE

Risk Exposure Score ▼ 9.2

Footprint Private label as percentage of sales (est.): 100.0% Total estimated sales of product outsourced to developing countries 11,903.9 (private label where applicable):

Trigger Company is on Interbrand's Top 100 Brands list.: Yes

RISK MANAGEMENT

Risk Management Score ▼ 9.0

Scope of supplier audits: Tier 1 Suppliers (Final product assembly): Yes - Some percentage of Tier 1 suppliers only Tier 2 Suppliers (Components): Audits include Tier 2 suppliers (components) Tier 3 Suppliers (Raw Materials): Yes - Includes at least some Tier 3 suppliers

ESG RATINGS REPORT | PAGE 16 OF 43 ©2016 MSCI INC. ALL RIGHTS RESERVED. STARBUCKS CORPORATION (SBUX) ESG RATING BB Code of Conduct covers the following: Forced Labor: Yes Child Labor: Yes Working Hours: Yes Paid Overtime: Yes Minimum Wage: Yes Anti-Discrimination: Yes Freedom of Association: Yes Health & Safety: Yes Labor management performance is a factor in selecting new suppliers or Preference shown for suppliers demonstrating superior labor management awarding new contracts with existing suppliers: performance (e.g. factor is included in supplier "scorecard" along with price and quality)

Controversies

All controversies are assessed as part of the annual review of a company's ESG rating. MSCI SGE Research tracks controversies for all companies on a regular basis.

No major relevant controversies have been uncovered.

Score Change Quartile Weight As of Corporate Governance (since rating) 4.0 ▲ 0.5 ● 14.0% Jun 10, 2016

ANALYSIS ISSUES & RANKING Global Home Market Key governance issues at Starbucks Corporation include an entrenched board Pctl Rank Pctl Rank with long-tenured and retirement aged directors, pay practices that feature high th st levels of CEO compensation esultingr in internal pay equity problems, high Overall 17 21 (Below Average) (Below Average) amounts of equity not tied directly to performance, and a number of limits on shareholder rights and management-controlled takeover defenses that do not Board 13th 10th appear to be well-aligned with shareholders’ interests. Ownership at Starbucks is widely dispersed with no shareholder owning more than 10% of the shares. Pay 32nd 24th

Ownership & Control 65th 98th th rd COO Troy Alstead announced a one-year sabbatical in January 2015, only one Accounting 39 43 year after being promoted to the position. Mr. Alstead, who was widely considered to be CEO Howard Schultz’s successor, stepped down to spend time * with his family. While Mr. Alstead’s leave is unpaid, his replacement, Starbucks KEY ISSUE SCORE DISTRIBUTION director and former Juniper Networks CEO Kevin Johnson, received a golden hello award consisting of a USD 7 million equity award of time-vesting equity without 29% performance-vesting criteria and USD 1 million in cash. Golden hello bonuses of 21% 21% this magnitude raise questions vo er the adequacy of succession planning and are costly for shareholders. Although Mr. Johnson ceased membership on all board 14% committees prior to his appointment, he remains a member of the board. 7% 7%

0% 0% 0% 0% 0% Starbucks board is entrenched. Eight of twelve board members have served for at 0 1 2 3 4 5 6 7 8 9 10 least a decade and four directors are over the age of 70. While we note that Key Issue Score Starbucks has a retirement policy which requires a director to retire upon reaching the age of 75, the policy is toothless as it is easily circumnavigated by the Corporate Governance Committee. Long-tenured directors include CEO and TOP 5 INDUSTRY LEADERS Chairman Howard Schultz; Lead Director Craig Weatherup; Corporate Governance and Nominating Committee chair James Shennan Jr.; and the chairs WHITBREAD PLC 8.7 and majorities of both the Audit & Compliance Committee and the Compensation & Management Development Committee. Numerous related DARDEN RESTAURANTS, INC. 7.6 party transactions between the company and CEO Schultz include an aircraft leased by an entity wnedo by Mr. Schultz that is subleased to the company to Domino's Pizza Enterprises Ltd 7.4 address need for additional flight capacity for business purposes as well as hangar space leased with an entity also wnedo the CEO. COMPASS GROUP PLC 6.7

DOMINO'S PIZZA, INC. 6.5 Regarding the company’s pay practices, the bulk of the CEO’s USD 62.6 million in total realized compensation amec from the USD 40 million in profits ealizr ed from the exercise of 757,000 options. In act,f the CEO has realized over USD 271 BOTTOM 5 INDUSTRY LAGGARDS million in profits from the exercise of options vo er the past three years. Half of the company’s equity awards in 2014 for named executive officers (NEOs) consist McDonald's Holdings Company (Japan), Ltd. 5 of stock options that vest without performance-based criteria. Beginning in 2015, stock options will omprisec 40% of the annual equity awards. Equity awards Restaurant Brands International Inc. 4.5 should have performance-vesting eaf tures in order to assure full alignment with shareholder interests. Overall, the CEO's total summary pay for the last reported CHIPOTLE MEXICAN GRILL, INC. 4.3 period was more than three times the median pay for the company's other NEOs. Such disparity in pay raises concerns regarding the company’s succession ARAMARK 4.2 planning process and the distribution of esponsibilitiesr among the xe ecutive management team. The Compensation Committee recently strengthened STARBUCKS CORPORATION 4

ESG RATINGS REPORT | PAGE 18 OF 43 ©2016 MSCI INC. ALL RIGHTS RESERVED. STARBUCKS CORPORATION (SBUX) ESG RATING BB performance-based restricted stock units that were based solely on one-year earnings per share (EPS) results by doubling the performance period to two years and adding return on invested capital (ROIC) as a metric. However, as it was concerning that EPS and ROIC previously made up 50% of the annual cash bonus plan, allowing for double-dipping on the same standards, the Committee replaced EPS in the annual plan with adjusted net revenue. Despite the improvements, performance periods of only two years are not close to the concept of long-term.

CEO-friendly pay practices may be as a result of the composition of Starbucks’ Compensation Committee. Former Committee chair Kevin Johnson, who stepped down from the Committee upon being appointed as COO, and current Committee chair Myron Ullmanboth served last year as CEOs at S&P 500 companies—Juniper Networks and J.C. Penney, respectively. Furthermore, other committee members include Olden Lee, who was Starbucks' interim executive vice president for nearly a year, calling his independence into question, and Javier Teruel, who currently serves on the J.C. Penney board with Mr. Ullman. Moreover, four of five Committee members are long-tenured, including the chair. As a possible consequence to a Compensation Committee composition of this nature, we note that five named executive officers received discretionary special equity awards in 2014 for retention purposes, none of which are tied ot company performance. While the retention of ek y employees may be a legitimate goal of a compensation program, it is most effective and credible when tied ot multiple performance goals and vesting is delayed until er tirement.

Shares at Starbucks are widely held as there are no principal shareholders or other large blockholders. The two largest shareholders are institutional vin estors FMR and BlackRock, each with less than 10% of the company's total voting power. The company has one class of stock with each share entitled ot one vote. Founder, CEO, and Chairman Howard Schultz owns about 3.1% of company shares.

There is no proxy access at Starbucks; shareholders are not allowed to include their nominees on the company-sponsored proxy card – this right is reserved for the Board. Shareholders wishing to nominate candidates would have to prepare their own DEF14A and incur the costs of circulating an alternative proxy card to shareholders. Additionally, directors are elected by a majority of the votes cast. However, incumbent directors who failed to receive the requisite votes will remain as director until the earliest of 90 days after the date on which votes are certified, the board appoints a replacement, or the date of that director’s resignation. While this policy is trs onger than most companies in this market, it still allsf short of MSCI standards, which requires immediate resignation.

Finally, while there are no significant risks associated with the company's accounting practices, the date of first appointment of Starbucks’ audit firm (Deloitte & Touche) is not disclosed. Based on our research, Deloitte has been the external auditor since at least 1996. The company’s proxy statement does not identify any proposed tender of the audit contract.

Additional details and data available in the Corporate Governance Details section.

Home Market: 0

METHODOLOGY NOTE

This issue evaluates the extent to which companies’ corporate governance practices may pose risks to investors. The score is an absolute assessment of a company’s governance on a universally applied 0-10 scale. Each company starts with a “perfect 10” and points are deducted based on the triggering of Key Metrics across Board, Pay, Ownership, and Accounting.

Global Home Market Board Percentile Rank Percentile Rank 13th (Below Average) 10th (Below Average)

ANALYSIS BOARD PERFORMANCE VS. ▼ Global ▼ Home Market Certain aspects of the STARBUCKS board may not be well aligned with sustainable shareholder interests. We have flagged this board for potential ▼▼ concerns regarding the presence of certain related party transactions, possible board entrenchment and the previous history of board service for certain directors.

RISK MANAGEMENT

Indicators

Board Effectiveness Entrenched Board: Yes

Board Independence Outside related directors: 1 Total directors: 13 Outside directors: 10 Board independence: 76.92%

Board Leadership CEO Name: Howard Schultz Chair / CEO roles combined: Yes Company lacks an independent lead director: No

Board Skills & Diversity Female directors: 3 Female directors as percent of total: 23.08%

Global Home Market Pay Percentile Rank Percentile Rank 32nd (Average) 24th (Below Average)

ANALYSIS PAY PERFORMANCE VS. ▼ Global ▼ Home Market Executive pay practices ta STARBUCKS fall into the average scoring range relative to global peers. Areas of particular oncernc include early vesting provisions in ▼ ▼ share based awards which offer a poor alignment with shareholder interests.

RISK MANAGEMENT

Indicators

Pay Figures Total Annual Pay: 4,928,951.0 Total Realized Pay: 62,597,797.0 Company fails to disclose specific pay totals for executives: No CEO total summary compensation: 21,466,454.0 CEO total summary compensation (currency): USD

Pay Performance Alignment Significant vote against pay practices: No

Severance & Change of Control Company lacks a clawback policy: No

Global Home Market Ownership & Control Percentile Rank Percentile Rank 65th (Average) 98th (Best In Class)

ANALYSIS OWNERSHIP & CONTROL PERFORMANCE VS. ▼ Global ▼ Home Market The company's ownership structure and shareholder rights at STARBUCKS fall within the average scoring relative to global peers. ▼ ▼

RISK MANAGEMENT

Indicators

Committee Structure Company lacks a fully independent audit committee: No Company lacks a fully independent compensation ommittc ee: Yes

Ownership Structure Insiders (Officers & Directors) % Held: 3.38% Five % Shareholders % Held: 17.95% Top Shareholders: There is no principal shareholder at this firm. Controlling shareholder: No

Shareholder Rights Company has failed to adopt majority voting ts andards: No Ownership structure deviates from one share one vote: No

Takeover Provisions Poison pill: No

Global Home Market Accounting Percentile Rank Percentile Rank 39th (Average) 43rd (Average)

ANALYSIS ACCOUNTING PERFORMANCE VS. ▼ Global ▼ Home Market Based on the company's disclosures and other public information, accounting and financial eportingr practices ta STARBUCKS appear to be generally ▼▼ appropriate and effective relative to global peers. We have flagged this company for potential oncernsc regarding extreme values on expense recognition ar tios.

RISK MANAGEMENT

Indicators

Accounting Figures Non-audit fees: 7.26% Audit fees: 6,516,000.0 Audit fees (currency): USD Total auditor fees: 7,192,000.0 Total auditor fees (currency): USD Audit related fees: 154,000.0 Audit related fees (currency): USD

Accounting Risks Restatements or special charges in last two years: No Accounting investigations in last two years: No Qualified auditor opinion, most recent period: No Late filings: No Material weakness in internal controls: No

CORPORATE GOVERNANCE CONTROVERSIES

Controversies

All controversies are assessed as part of the annual review of a company's ESG rating. MSCI SGE Research tracks controversies for all companies on a regular basis.

No major relevant controversies have been uncovered.

Score Change Quartile Weight As of Carbon Emissions (since rating) 10.0 n/a ●●●● 0.0% Sep 24, 2015

CARBON EMISSIONS PERFORMANCE KEY ISSUE SCORE DISTRIBUTION* Top Quartile Second Quartile Third Quartile Bottom Quartile 46% 10 Strong Management t 9

emen 15% 15% 15% 8 8% STARBUCKS CORPORATION 0% 0% 0% 0% 0% 0% 7 0 1 2 3 4 5 6 7 8 9 10 Moderate Management

6 Risk Manag Key Issue Score

5 TOP 5 INDUSTRY LEADERS 4

3 Limited Management DARDEN RESTAURANTS, INC. 10 2 MCDONALD'S CORPORATION 10 1 Risk Exposure STARBUCKS CORPORATION 10 0 0 1 2 3 4 5 6 7 8 9 10 YUM! BRANDS, INC. 9.9 Low Risk Moderate Risk High Risk DOMINO'S PIZZA, INC. 9.8

BOTTOM 5 INDUSTRY LAGGARDS

ANALYSIS ARAMARK 6.7

This issue does not present significant risks or opportunities ot the company and with the assigned Domino's Pizza Enterprises Ltd 6.7 weight of 0% does not contribute to the overall ESG rating orf the company. Restaurant Brands International Inc. 6.1 MSCI ESG Research provides additional scores on a select set of ESG Issues for all companies on the MSCI World Index. Every company on the index receives scores for the following ESG Issues, regardless CHIPOTLE MEXICAN GRILL, INC. 4.8 of whether they contribute to the overall Company ESG Rating: Carbon Emissions, aW ter Stress, Toxic Emissions, Labor Management, Health & Safety, Business Ethics, and Anti-Competitive Practices. achE McDonald's Holdings Company 4.7 of these issues is researched and analyzed according to ESG Research methodology regardless of (Japan), Ltd. assigned weight. Hence, scores for these Issues are fully comparable across all companies or industries. METHODOLOGY NOTE

This issue evaluates the extent to which companies may face increased costs linked to carbon pricing or regulatory caps. Scores are based on exposure to GHG intensive businesses and emerging regulations; arbonc reduction targets and mitigation programs; and carbon intensity over time and s.v peers.

Risk Exposure Score ▼ 3.3

Exposure Summary

Risk % of Operations yb Segment 1 % of Operations yb Geography 2 Low 98.85% 0.0%

Medium 1.15% 32.44%

High 0.0% 67.56%

1 This represents the portion of the company's revenues derived from lines of business that are High Risk (typically highly carbon intensive), Medium Risk (typically have a moderate level of carbon intensity), and Low Risk (typically have a low level of carbon intensity).

2 This represents the portion of the company's revenues derived from countries or regions that are High Risk (carbon regulations are either stringent or likely to strengthen), Medium Risk (carbon regulations are of moderate strength), and Low Risk (carbon regulations are of weak or nonexistent and unlikely to strengthen in the foreseeable future).

RISK MANAGEMENT

Risk Management Score ▼ 7.0

Performance Carbon Emissions Performance Relative to Peers (0-10 Score, 0=worst, 7.0 10=best):

GHG Emissions - metric tons CO2e

Scope 1 Scope 1 Estimate Scope 2 Scope 2 Estimate Scope 1+2 Scope 3 Scope 3 Scope 3 Scope 1 Scope 2 Scope 1+2 Scope 1+2 Estimate Year Disclosed Key Disclosed Key Disclosed (upstream) (downstream) (undefined) Estimated Estimated Estimated Key GHG Emissions Details 2008 228,742.0 Reported 684,111.0 Reported 912,853.0 Reported 2009 E.CSI E.CSI 190,954.0 642,945.0 833,899.0 E.CSI Dec-2015 Estimation Update 2010 202,677.0 Reported 804,277.0 Reported 1,006,954.0 Reported 2011 228,505.0 Reported 751,457.0 Reported 979,962.0 Reported 2012 239,972.0 Reported 792,644.0 Reported 1,032,616.0 12,523.0 Reported 2013 253,844.0 Reported 830,879.0 Reported 1,084,723.0 6,453,387.0 873,192.0 Reported 2014 288,782.0 Reported 969,310.0 Reported 1,258,092.0 9,531,539.0 178,947.0 Reported

GHG Emissions Intensity - metric tons CO2e / USD million sales

Year GHG Intensity GHG Intensity Details GHG Intensity - Reported GHG Intensity - Reported Details 2008 87.9

2009 85.3

2010 94.0

2011 83.8 ESG RATINGS REPORT | PAGE 27 OF 43 ©2016 MSCI INC. ALL RIGHTS RESERVED. STARBUCKS CORPORATION (SBUX) ESG RATING BB Year GHG Intensity GHG Intensity Details GHG Intensity - Reported GHG Intensity - Reported Details 2012 77.6

2013 72.8

2014 76.5

Targets Aggressiveness of the company's reduction art get in the context of its Company sets GHG reduction art gets current performance:

Carbon Improvement Targets

Baseline Year Target Year Target Description Target Reduction (%) 2008 2015 Scope 2 - Reduce energy consumption 25.0%

Mitigation Strength of Greenhouse Gas Mitigation Strategy (0-10 Score, 0=worst, 7.0 10=best):

Programs or actions ot reduce the emissions intensity of core operations Use of cleaner sources of energy: Some efforts Energy consumption management and operational fficiencye Some efforts enhancements: CDP disclosure: Yes

Controversies

This key issue assesses carbon intensity data to determine companies' environmental impact. Controversies are not covered under this heading.

Score Change Quartile Weight As of Toxic Emissions & Waste (since rating) 6.9 ▲ 0.1 ● 0.0% Oct 27, 2015

TOXIC EMISSIONS & WASTE PERFORMANCE KEY ISSUE SCORE DISTRIBUTION* Top Quartile Second Quartile Third Quartile Bottom Quartile 42% 10 33% Strong Management t 9 17% emen 8 8% 0% 0% 0% 0% 0% 0% 0% 7 0 1 2 3 4 5 6 7 8 9 10 Moderate Management

6 Risk Manag Key Issue Score

5 TOP 5 INDUSTRY LEADERS 4 STARBUCKS CORPORATION

3 Limited Management COMPASS GROUP PLC 9.5 2 DARDEN RESTAURANTS, INC. 9.5 1 Risk Exposure MCDONALD'S CORPORATION 9.5 0 0 1 2 3 4 5 6 7 8 9 10 WHITBREAD PLC 9.5 Low Risk Moderate Risk High Risk SODEXO S.A. 8.3

BOTTOM 5 INDUSTRY LAGGARDS

ANALYSIS CHIPOTLE MEXICAN GRILL, INC. 7.1

This issue does not present significant risks or opportunities ot the company and with the assigned YUM! BRANDS, INC. 7.1 weight of 0% does not contribute to the overall ESG rating orf the company. STARBUCKS CORPORATION 6.9 MSCI ESG Research provides additional scores on a select set of ESG Issues for all companies on the MSCI World Index. Every company on the index receives scores for the following ESG Issues, regardless McDonald's Holdings Company 6.5 of whether they contribute to the overall Company ESG Rating: Carbon Emissions, aW ter Stress, Toxic (Japan), Ltd. Emissions, Labor Management, Health & Safety, Business Ethics, and Anti-Competitive Practices. achE of these issues is researched and analyzed according to ESG Research methodology regardless of DOMINO'S PIZZA, INC. 4.3 assigned weight. Hence, scores for these Issues are fully comparable across all companies or industries. METHODOLOGY NOTE

This issue evaluates the extent to which companies may face liabilities associated with pollution, onc tamination, and the emission of toxic or carcinogenic substances. Scores are based on operations energ ating ot xic byproducts, air pollutants, or hazardous waste; strategy, targets, and programs to reduce emissions; quantified performance; and controversies.

Risk Exposure Score ▼ 3.9

Exposure Summary

Risk % of Operations yb Segment 1 Low 0.0%

Medium 100.0%

High 0.0%

1 This represents the portion of the company's revenues derived from lines of business that are High Risk (typically generate large amounts of toxic emissions), Medium Risk (typically generate moderate amounts of toxic emissions), and Low Risk (typically generate low amounts of toxic emissions).

RISK MANAGEMENT

Risk Management Score ▼ 3.8

Governance and Strategy Existence of Environmental Management System (EMS): Not Disclosed But Operates in Regulated Market(s) Regular environmental impact audits: Yes

Targets Aggressiveness of Toxic Emissions Reduction arT get (0-10 Score, 0=worst, 0 10=best):

Performance Toxic Releases Performance Relative to Peers (0-10 Score, 0=worst, 5.0 10=best):

Controversies

All controversies are assessed as part of the annual review of a company's ESG rating. MSCI SGE Research tracks controversies for all companies on a regular basis.

No major relevant controversies have been uncovered.

Score Change Quartile Weight As of Water Stress (since rating) 4.5 ▼ -1.7 ●● 0.0% Oct 27, 2015

WATER STRESS PERFORMANCE KEY ISSUE SCORE DISTRIBUTION* Top Quartile Second Quartile Third Quartile Bottom Quartile 33% 33% 10 Strong Management t 9 emen 8 8% 8% 8% 8% 0% 0% 0% 0% 0% 7 0 1 2 3 4 5 6 7 8 9 10 Moderate Management

6 Risk Manag Key Issue Score

5 STARBUCKS CORPORATION TOP 5 INDUSTRY LEADERS 4

3 Limited Management COMPASS GROUP PLC 7.1 2 SODEXO S.A. 6.9 1 Risk Exposure WHITBREAD PLC 6.8 0 0 1 2 3 4 5 6 7 8 9 10 MCDONALD'S CORPORATION 6.7 Low Risk Moderate Risk High Risk ARAMARK 6.3

BOTTOM 5 INDUSTRY LAGGARDS

ANALYSIS Restaurant Brands International Inc. 4.6

This issue does not present significant risks or opportunities ot the company and with the assigned STARBUCKS CORPORATION 4.5 weight of 0% does not contribute to the overall ESG rating orf the company. DOMINO'S PIZZA, INC. 3.1 MSCI ESG Research provides additional scores on a select set of ESG Issues for all companies on the MSCI World Index. Every company on the index receives scores for the following ESG Issues, regardless McDonald's Holdings Company 2.2 of whether they contribute to the overall Company ESG Rating: Carbon Emissions, aW ter Stress, Toxic (Japan), Ltd. Emissions, Labor Management, Health & Safety, Business Ethics, and Anti-Competitive Practices. achE of these issues is researched and analyzed according to ESG Research methodology regardless of CHIPOTLE MEXICAN GRILL, INC. 1.2 assigned weight. Hence, scores for these Issues are fully comparable across all companies or industries. METHODOLOGY NOTE

This issue evaluates the extent to which companies may face water shortages affecting their ability to operate, lost access to markets due to stakeholder water conflicts, or higher water costs. Scores are based on exposure to water stressed basins and water intensive segments; water management strategy and targets; water use over time and s.v peers; and controversies.

Risk Exposure Score ▼ 7.0

Exposure Summary

Risk % of Operations yb Segment 1 % of Operations yb Geography 2 Low 0.0% 0.0%

Medium 98.85% 32.44%

High 1.15% 67.56%

1 This figure represents the portion of the company's assets devoted lines of business that are High Risk (typically highly water intensive), Medium Risk (typically have a moderate level of water intensity), and Low Risk (typically have a low level of water intensity).

2 This figure represents the portion of the company's assets or key facilities located in water basins that are High Risk (where water stress levels are high), Medium Risk (where water stress levels are moderate), and Low Risk (where water stress levels are low).

RISK MANAGEMENT

Risk Management Score ▼ 4.5

Governance and Strategy Implementation of aW ter Efficient Production Processes (0-10 Score, 7.0 0=worst, 10=best): Evidence of Using Alternative Water Sources: No

Performance Water Intensity Relative to Peers (0-10 Score, 0=worst, 10=best): 3.0

Controversies

All controversies are assessed as part of the annual review of a company's ESG rating. MSCI SGE Research tracks controversies for all companies on a regular basis.

No major relevant controversies have been uncovered.

Score Change Quartile Weight As of Health & Safety (since rating) 7.8 ▲ 0.9 ●● 0.0% Oct 27, 2015

HEALTH & SAFETY PERFORMANCE KEY ISSUE SCORE DISTRIBUTION* Top Quartile Second Quartile Third Quartile Bottom Quartile 42% 10 Strong Management t 25% 9 17% emen 8 8% 8% 0% 0% 0% 0% 0% 0% 7 0 1 2 3 4 5 6 7 8 9 10 Moderate Management

6 Risk Manag Key Issue Score

5 TOP 5 INDUSTRY LEADERS 4 STARBUCKS CORPORATION 3 Limited Management COMPASS GROUP PLC 10 2 SODEXO S.A. 9.3 1 Risk Exposure MCDONALD'S CORPORATION 8.8 0 0 1 2 3 4 5 6 7 8 9 10 Restaurant Brands International Inc. 8.8 Low Risk Moderate Risk High Risk CHIPOTLE MEXICAN GRILL, INC. 8.1

BOTTOM 5 INDUSTRY LAGGARDS

ANALYSIS STARBUCKS CORPORATION 7.8

This issue does not present significant risks or opportunities ot the company and with the assigned YUM! BRANDS, INC. 7.6 weight of 0% does not contribute to the overall ESG rating orf the company. ARAMARK 7.4 MSCI ESG Research provides additional scores on a select set of ESG Issues for all companies on the MSCI World Index. Every company on the index receives scores for the following ESG Issues, regardless McDonald's Holdings Company 6.3 of whether they contribute to the overall Company ESG Rating: Carbon Emissions, aW ter Stress, Toxic (Japan), Ltd. Emissions, Labor Management, Health & Safety, Business Ethics, and Anti-Competitive Practices. achE of these issues is researched and analyzed according to ESG Research methodology regardless of DOMINO'S PIZZA, INC. 5.6 assigned weight. Hence, scores for these Issues are fully comparable across all companies or industries. METHODOLOGY NOTE

This issue evaluates the extent to which companies may face employee accidents that can lead to production disruptions, litigation, and liabilities. Scores are based on exposure to businesses and geographies facing high accident rates; H&S targets and oversight; and accident rates and fatalities vo er time and s.v peers.

Risk Exposure Score ▼ 2.3

Exposure Summary

Risk % of Operations yb Segment 1 % of Operations yb Geography 2 Low 98.85% 0.0%

Medium 1.15% 100.0%

High 0.0% 0.0%

1 This represents the portion of the company's revenues derived from lines of business that are High Risk (typically have high worker injury rates), Medium Risk (typically have moderate worker injury rates), and Low Risk (typically have low worker injury rates).

2 This represents the portion of the company's revenues derived from countries or regions that are High Risk (with high rates of worker injuries), Medium Risk (with moderate rates of worker injuries), and Low Risk (with low rates of worker injuries).

RISK MANAGEMENT

Risk Management Score ▼ 3.1

Governance and Strategy

What executive body is responsible for H&S strategy and performance? CSR/Sustainability Committee/H&S task force or risk officer is No responsible for H&S strategy:

Health & safety policy H&S policy is group-wide: Yes

Targets Has the company set a target to improve H&S performance? : No target

Performance Performance on Health & Safety Metrics Relative to Peers (0-10 Score, 5.0 0=worst, 10=best):

Controversies

All controversies are assessed as part of the annual review of a company's ESG rating. MSCI SGE Research tracks controversies for all companies on a regular basis.

No major relevant controversies have been uncovered.

Score Change Quartile Weight As of Anticompetitive Practices (since rating) 5.0 n/a N/A 0.0% Sep 24, 2015

ANTICOMPETITIVE PRACTICES PERFORMANCE TOP 5 INDUSTRY LEADERS

ARAMARK 5

CHIPOTLE MEXICAN GRILL, INC. 5

COMPASS GROUP PLC 5

DARDEN RESTAURANTS, INC. 5

DOMINO'S PIZZA, INC. 5 A chart is not available because we do not measure exposure on this key issue. BOTTOM 5 INDUSTRY LAGGARDS

Restaurant Brands International Inc. 5

SODEXO S.A. 5

STARBUCKS CORPORATION 5

WHITBREAD PLC 5

YUM! BRANDS, INC. 5

METHODOLOGY NOTE ANALYSIS This issue evaluates the extent to which companies may face regulatory risks relating ot This issue does not present significant risks or opportunities ot the company and with the assigned anti-competitive practices. Companies weight of 0% does not contribute to the overall ESG rating orf the company. successfully avoiding incident score "5", while MSCI ESG Research provides additional scores on a select set of ESG Issues for all companies on the companies that have faced controversies in the MSCI World Index. Every company on the index receives scores for the following ESG Issues, regardless last three years score lower, based on the of whether they contribute to the overall Company ESG Rating: Carbon Emissions, aW ter Stress, Toxic severity and type of controversy. Emissions, Labor Management, Health & Safety, Business Ethics, and Anti-Competitive Practices. achE of these issues is researched and analyzed according to ESG Research methodology regardless of assigned weight. Hence, scores for these Issues are fully comparable across all companies or industries.

RISK MANAGEMENT

Risk Management Score ▼ 5.0

All controversies are assessed as part of the annual review of a company's ESG rating. MSCI SGE Research tracks controversies for all companies on a regular basis.

No major relevant controversies have been uncovered.

Score Change Quartile Weight As of Business Ethics & Fraud (since rating) 4.2 n/a N/A 0.0% Sep 24, 2015

BUSINESS ETHICS & FRAUD PERFORMANCE TOP 5 INDUSTRY LEADERS

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MCDONALD'S CORPORATION 5 A chart is not available because we do not measure exposure on this key issue. BOTTOM 5 INDUSTRY LAGGARDS

Restaurant Brands International Inc. 5

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STARBUCKS CORPORATION 4.2

METHODOLOGY NOTE ANALYSIS This issue evaluates the extent to which companies may face regulatory or legal risks or This issue does not present significant risks or opportunities ot the company and with the assigned loss of investor confidence due ot ethics issues weight of 0% does not contribute to the overall ESG rating orf the company. such as fraud, executive misconduct, or insider MSCI ESG Research provides additional scores on a select set of ESG Issues for all companies on the trading. Companies successfully avoiding MSCI World Index. Every company on the index receives scores for the following ESG Issues, regardless incident score "5", while companies that have of whether they contribute to the overall Company ESG Rating: Carbon Emissions, aW ter Stress, Toxic faced controversies in the last three years score Emissions, Labor Management, Health & Safety, Business Ethics, and Anti-Competitive Practices. achE lower, based on the severity and type of of these issues is researched and analyzed according to ESG Research methodology regardless of controversy. assigned weight. Hence, scores for these Issues are fully comparable across all companies or industries.

RISK MANAGEMENT

Risk Management Score ▼ 4.2

All controversies are assessed as part of the annual review of a company's ESG rating. MSCI SGE Research tracks controversies for all companies on a regular basis.

Controversy Cases

Assessment Headline Status Last Updated Moderate European Commission Investigation Into Tax Agreements with the Netherlands Ongoing November 2015 Minor Class Action Lawsuit Alleging Under-Filling of Lattes Ongoing June 2016 Minor USD 5 Million Lawsuit Alleging False Marketing of Liquid Amount in Cold Drinks Ongoing May 2016

CONTROVERSIES DETAIL

Here you will find the narratives for all controversies relevant to the ESG Ratings issues oc vered for the company in addition ot those controversies that do not map to the ESG Ratings issues. CONTROVERSY CARD NUMBER OF CONTROVERSIES BY PILLAR

MOST SEVERE 10 CONTROVERSY CONTROVERSY COUNT 9 Environment

Carbon Emissions None 0

Energy Efficiency None 0 5 Water Stress None 0

Raw Material Sourcing None 0

Toxic Emissions & Waste None 0 1 Social 0 0 Labor Management Moderate 4 Environment Social Governance Health & Safety None 0

Supply Chain Labor Standards None 0

Product Safety & Quality Minor 3 NUMBER OF CONTROVERSIES BY ASSESSMENT Opportunities in Nutrition & Health Minor 2

Governance 7.5 Business Ethics & Fraud Moderate 3 Anticompetitive Practices None 0 5 5 5 Corporate Governance None 0

CONTROVERSIES 2.5

• Very Severe: Indicates an action yb a company that results in a very large 0 0 impact on society and/or the environment. 0 • Severe: Indicates an action yb a company that results in a large impact on Very Severe Moderate Minor society and/or the environment. Severe • Moderate: Indicates an action yb a company that results in a moderate impact on society and/or the environment. • Minor: Indicates an action yb a company that results in a low impact on society and/or the environment. • None: There is no evidence that a company is involved in any controversy.

SOCIAL CONTROVERSIES

Moderate Controversies

Date: October 2015 Discrimination Lawsuit Filed by Deaf Former Employee Assessment: Moderate A former employee of Starbucks Corporation filed a discrimination lawsuit against the company, alleging that she was terminated after Status: Ongoing working for the chain for seven years (2007-2014) because she was deaf. She also alleged that for years, Starbucks failed to provide her with reasonable accommodations, such as a sign language interpreter during meetings and important work events. The former employee was terminated from work shortly after she filed a discrimination omplainc t with the EEOC, with Starbucks claiming she was fired because of her tattoos. The plaintiff sought damages and reinstatement at work, as well as an injunction ot prevent the company from discriminating against other employees with disabilities and from subsequent retaliation.

UPDATES: 23 Oct 2015: USA: Deaf former employee sues Starbucks for disability discrimination. (Business & Human Rights Resource Centre (Main)) Source: 23 Oct 2015_Business & Human Rights Resource Centre (Main)

Date: September 2015 Canada: CAD 1 Million Lawsuit Filed By Assaulted Female Employee Over Alleged Lack of Protection in orkplaceW Assessment: Moderate A young female employee filed a CAD 1 million (USD 754,865) lawsuit against Starbucks Canada over the company's alleged failure to Status: Ongoing protect her while in the workplace and the management's failure to take action when she eportr ed a supervisor who allegedly physically and verbally assaulted her. The former Starbucks barista's suit alleged that despite reporting the supervisor to the company's management, she was still orkingw shifts that made avoiding her supervisor inevitable, putting her tin o a lot of stress and eventually made her drop out of university. UPDATES: 09 Sep 2015: Starbucks facing $1M lawsuit after alleged assault. (The Star) Source: 09 Sep 2015_The Star

Date: August 2014 NYT Report: Low Wages/Flexible Hours Making it Hard for Employees to Coordinate Other Priorities Assessment: Moderate The New York Times published a story featuring a Starbucks employee whose erratic orkw schedule and inability to secure full work Status: Ongoing hours made it impossible for her to coordinate other priorities (i.e. pursuing a college degree and taking care of her son). According to the report, the employee often had to work on closing shifts and come back four hours later to work an opening shift the next day. She also detailed that she was rarely notified of her schedule more than three days before her shifts ts art. UPDATES: 13 Aug 2014: Working Anything but 9 to 5; Scheduling Technology Leaves Low-Income Parents With Hours of Chaos. (The New York Times) Source: 2014/08/13_The New York Times

Date: January 2014 Alleged Anti-Union acticsT in Chile Assessment: Moderate Starbucks has allegedly been involved in anti-union acticst against the coffee chain's workers in Chile. In 2013, the International rT ade Status: Ongoing Union Confederation (ITUC) claimed that the company rejected workers' union demands, which included entering into a collective bargaining agreement and covering benefits such as meals and transportation allowances. UPDATES: 28 Jan 2014: Estas son las empresas condenadas por practicas antisindicales el ano 2013 [These are companies penalized for anti-union practices in 2013] (Diario Antofagasta) The article ts ates that Chile's Ministry of Labor (Direccion del Trabajo) released a list of 14 companies that have been fined orf anti-union practices in 2013, including Starbucks that has also been fined orf the same charges in four separate occasions since 2011. 4 Nov 2013: Huelga Starbucks: Empresa dice que 5% de trabajadores está sindicalizado [Starbucks Rally: Company States that 5% of Employees Are Union Members] (La Nacion) La Nacion's news article ts ates that Starbucks denied accusations of anti-union practices against its employees. Source: 28 Jan 2014_Diario Antofagasta Minor Controversies

Date: June 2016 Class Action Lawsuit Alleging Under-Filling of Lattes Assessment: Minor UPDATES: 21 Jun 2016: Suit accusing Starbucks of under-filling lattes can proceed. (ASSOCIATED PRESS FINANCIAL WIRE) Status: Ongoing 04 May 2016: STARBUCKS CORP: Responds to Latte Underfilling Class Action. (CLASS ACTION REPORTER) 01 May 2016: Starbucks 'faces $5m lawsuit for puttingoo t much ice in its drinks'. (STANDARD.CO.UK) 08 Apr 2016: Washington: Lawsuit Alleging Under-filled Lattes Gives Starbucks a Caffeine Headache. (US OFFICIAL NEWS) Source: 21 Jun 2016_ASSOCIATED PRESS FINANCIAL WIRE; 04 May 2016_CLASS ACTION REPORTER

Date: May 2016 USD 5 Million Lawsuit Alleging False Marketing of Liquid Amount in Cold Drinks Assessment: Minor Status: Ongoing

Date: December 2015 Recall of Turkey Paninis From 1,347 Coffee Shops Over Potential E.Coli Outbreak Link; No Illnesses Reported Assessment: Minor UPDATES: 02 Dec 2015: Starbucks recalls paninis over E. coli worries ; No illnesses reported, company says. (CATCH IT KANSAS Status: Concluded (WICHITA, KANSAS)) Source: 02 Dec 2015_CATCH IT KANSAS (WICHITA, KANSAS)

Date: July 2015 Recall of Teavana Tristan Glass Pitchers Over Glass Leak and Breakage Complaints; Few Minor Injuries Reported Assessment: Minor Source: 23 Jul 2015_EDMONTON JOURNAL (ALBERTA) Status: Concluded

Date: July 2014 Chinese Supplier Mixed Expired Meat with Fresh Product; Expiration Dates Also Falsified Assessment: Minor A television report in China revealed that employees at Shanghai Husi Food, a meat supplier to Starbucks, were mixing expired meat Status: Concluded and meat that had fallen on the floor into product mixes. It was also reported that the products' expiration dates were falsified. Lastly, the facility allegedly kept two record books on products, one of which was modified and presented to auditors. Police detained five workers in the wake of the scandal. UPDATES: 23 Jul 23 2014: China probes 581 firms, esr taurants as food safety scare spreads. (Reuters) Source: 2014/07/23 Reuters

GOVERNANCE CONTROVERSIES

Moderate Controversies

Date: November 2015 European Commission Investigation Into Tax Agreements with the Netherlands Assessment: Moderate In June 2014, the European Commission launched an investigation into the Netherlands and its tax agreements with Starbucks Status: Ongoing Corporation's Dutch subsidiary, Starbucks Manufacturing EMEA BV, and whether such deals constituted as unfair state aid for the company. The probe was also initiated to confirm allegations that Starbucks was given selective advantage through a tax ruling granted by the Dutch authorities in 2008. The EU Commission subsequently ruled the Netherlands' use of special tax provisions as illegal under state aid rules and in October 2015, the Commission ordered the Dutch government to recover an estimated EUR 20-30 million (USD 21.9-32.9 million) in taxes from Starbucks. UPDATES: 27 Nov 2015: Netherlands to Appeal EU Decision that Starbucks Tax Deal Is Illegal State Aid. (The Wall Street Journal) 21 Oct 2015: Commission decides selective tax advantages for Fiat in Luxembourg and Starbucks in the Netherlands are illegal under EU state aid rules. (European Commission - Competition) 21 Oct 2015: E.U. Orders 2 Nations ot Recover Taxes From Starbucks and Fiat. (The New York Times) 11 Jun 2014: Apple, Starbucks and Fiat's tax affairs examined by European commission (The Guardian, UK) Source: 27 Nov 2015_The Wall Street Journal

ESG RATINGS REPORT | PAGE 42 OF 43 ©2016 MSCI INC. ALL RIGHTS RESERVED. STARBUCKS CORPORATION (SBUX) ESG RATING BB Corporate Governance Details Included in this section is the MSCI ESG GovernanceMetrics report, providing in-depth corporate governance data and analysis

CONTENTS

SECTION COMPONENTS

OVERVIEW • Governance Summary & Analysis • Pillar Summaries • Material Governance Events

BOARD • KeyMetrics • Board Statistics • Peer Analysis • Board of Directors

PAY • KeyMetrics • Compensation Committee • Peer Analysis • CEO Pay Figures • Executive Pay

OWNERSHIP & CONTROL • KeyMetrics • Equity Insiders • Peer Analysis • Takeover Defenses • Ownership Information

ACCOUNTING • KeyMetrics • Audit Committee • Peer Analysis • Auditor and Fees

DIRECTOR VOTES

SHAREHOLDER/MANAGEMENT PROPOSALS

RELATED PARTY TRANSACTIONS

GOVERNANCE STANDARDS

DIRECTOR BIOGRAPHIES

Overview

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

Components Global Home Market Impact Historical Rankings Chart Pctl Rank Pctl Rank 100 95 90 GOVERNANCE 13th 18th 85 80 75 Board 13th 10th 50.6 % 70 65 60 Pay 24th 13th 30.3 % 55 50 45 Ownership & 66th 98th 10.1 % 40 35 Control 30 25

Governance Ranking Governance 20 Accounting 41st 45th 9.0 % 15 10 5 0 Country: United States Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Home Market: United States 2015 2015 2015 2015 2015 2015 2015 2016 2016 2016 2016 2016 2016 Starbucks Corporation Sector Sector: Cyclical Consumer Goods / Services Data as of May 26, 2016 Governance Summary

Key governance issues at Starbucks Corporation include an entrenched board with Governance KeyMetrics Flag Impact long-tenured and retirement aged directors, pay practices that feature high levels Governance - Board of CEO compensation resulting in internal pay equity problems, high amounts of Executives on Board 5.1 % equity not tied directly to performance, and a number of limits on shareholder rights and management-controlled takeover defenses that do not appear to be well- Combined CEO/Chair 3.4 % aligned with shareholders' interests. Ownership at Starbucks is widely dispersed with no shareholder owning more than 10% of the shares. Independent Chair 1.7 % Related Party Transactions 8.4 % Governance Analysis Entrenched Board 16.9 % COO Troy Alstead announced a one-year sabbatical in January 2015, only one Board Integrity 8.4 % year after being promoted to the position. Mr. Alstead, who was widely considered to be CEO Howard Schultz's successor, stepped down to spend time with his Comp Committee Independence 3.4 % family. While Mr. Alstead's leave is unpaid, his replacement, Starbucks director Risk Management Expertise 3.4 % and former Juniper Networks CEO Kevin Johnson, received a golden hello award consisting of a USD 7 million equity award of time-vesting equity without Governance - Pay performance-vesting criteria and USD 1 million in cash. Golden hello bonuses of Advance Disclosure of Performance 3.4 % this magnitude raise questions over the adequacy of succession planning and are Targets costly for shareholders. Although Mr. Johnson ceased membership on all board committees prior to his appointment, he remains a member of the board. Internal Pay Equity 3.4 % Starbucks board is entrenched. Eight of twelve board members have served for Severance Vesting 8.4 % at least a decade and four directors are over the age of 70. While we note that Starbucks has a retirement policy which requires a director to retire upon Dilution Concerns 1.7 % reaching the age of 75, the policy is toothless as it is easily circumnavigated by Significant Vote Against Pay Practices 3.4 % the Corporate Governance Committee. Long-tenured directors include CEO and Chairman Howard Schultz; Lead Director Craig Weatherup; Corporate Governance CEO Pay Total Realized 3.4 % and Nominating Committee chair James Shennan Jr.; and the chairs and majorities of both the Audit & Compliance Committee and the Compensation & Management CEO Pay Total Summary 3.4 % Development Committee. Numerous related party transactions between the CEO Pay Perks & Other Comp 3.4 % company and CEO Schultz include an aircraft leased by an entity owned by Mr. Schultz that is subleased to the company to address need for additional flight Governance - Ownership & Control capacity for business purposes as well as hangar space leased with an entity also Controlling Shareholder NO owned the CEO.

Regarding the company's pay practices, the bulk of the CEO's USD 62.6 million Proxy Access 3.4 % in total realized compensation came from the USD 40 million in profits realized Bylaws Amendments 1.7 % from the exercise of 757,000 options. In fact, the CEO has realized over USD 271 million in profits from the exercise of options over the past three years. Business Combination Provision 1.7 % Half of the company's equity awards in 2014 for named executive officers Shareholder Action by Written Consent 1.7 % (NEOs) consist of stock options that vest without performance-based criteria. Beginning in 2015, stock options will comprise 40% of the annual equity awards. Confidential Voting 1.7 % Equity awards should have performance-vesting features in order to assure full alignment with shareholder interests. Overall, the CEO's total summary pay for the last reported period was more than three times the median pay for the company's other NEOs. Such disparity in pay raises concerns regarding the

Overview

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

Governance KeyMetrics Flag Impact company's succession planning process and the distribution of responsibilities among the executive management team. The Compensation Committee recently Governance - Accounting strengthened performance-based restricted stock units that were based solely Expense Recognition 4.4 % on one-year earnings per share (EPS) results by doubling the performance period to two years and adding return on invested capital (ROIC) as a metric. However, as it was concerning that EPS and ROIC previously made up 50% of the annual cash bonus plan, allowing for double-dipping on the same standards, the Committee replaced EPS in the annual plan with adjusted net revenue. Despite the improvements, performance periods of only two years are not close to the concept of long-term.

CEO-friendly pay practices may be as a result of the composition of Starbucks' Compensation Committee. Former Committee chair Kevin Johnson, who stepped down from the Committee upon being appointed as COO, and current Committee chair Myron Ullmanboth served last year as CEOs at S&P 500 companies—Juniper Networks and J.C. Penney, respectively. Furthermore, other committee members include Olden Lee, who was Starbucks' interim executive vice president for nearly a year, calling his independence into question, and Javier Teruel, who currently serves on the J.C. Penney board with Mr. Ullman. Moreover, four of five Committee members are long-tenured, including the chair. As a possible consequence to a Compensation Committee composition of this nature, we note that five named executive officers received discretionary special equity awards in 2014 for retention purposes, none of which are tied to company performance. While the retention of key employees may be a legitimate goal of a compensation program, it is most effective and credible when tied to multiple performance goals and vesting is delayed until retirement.

Shares at Starbucks are widely held as there are no principal shareholders or other large blockholders. The two largest shareholders are institutional investors FMR and BlackRock, each with less than 10% of the company's total voting power. The company has one class of stock with each share entitled to one vote. Founder, CEO, and Chairman Howard Schultz owns about 3.1% of company shares.

There is no proxy access at Starbucks; shareholders are not allowed to include their nominees on the company-sponsored proxy card – this right is reserved for the Board. Shareholders wishing to nominate candidates would have to prepare their own DEF14A and incur the costs of circulating an alternative proxy card to shareholders. Additionally, directors are elected by a majority of the votes cast. However, incumbent directors who failed to receive the requisite votes will remain as director until the earliest of 90 days after the date on which votes are certified, the board appoints a replacement, or the date of that director's resignation. While this policy is stronger than most companies in this market, it still falls short of MSCI standards, which requires immediate resignation.

Finally, while there are no significant risks associated with the company's accounting practices, the date of first appointment of Starbucks' audit firm (Deloitte & Touche) is not disclosed. Based on our research, Deloitte has been the external auditor since at least 1996. The company's proxy statement does not identify any proposed tender of the audit contract.

CORPORATE GOVERNANCE

THE BOARD

Certain aspects of the STARBUCKS board may not be well aligned with sustainable shareholder interests. We have flagged this board for potential concerns regarding the presence of certain related party transactions, possible board entrenchment and the previous history of board service for certain directors.

Shareholders should be concerned by certain aspects of the STARBUCKS board's policies and practices, as discussed below. These concerns may affect the board's effectiveness in overseeing management in the interests of shareholders.

The STARBUCKS board currently has an independent majority, which enables it to more effectively fulfill its critical function of overseeing management on behalf of shareholders. The board includes at least one executive director in addition to the CEO, characteristic of 29% of companies in this market. Multiple inside directors may provide a too-strong management voice within the boardroom. The company has failed to split the roles of CEO and chairman, which may compromise even

Overview

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

further the board's independence from current management interests. Split CEO and chairman roles are characteristic of 61% of companies in the covered universe.

Multiple related party transactions and other potential conflicts of interest involving the company's board or senior managers should be reviewed in greater depth, as such practices, even when limited to current market rates, raise concerns regarding potential self-dealing or abuse. These concerns are magnified by other aspects of the company's ownership and board structure, e.g., the presence of multiple company executives on the board and the absence of an independent chairman of the board.A substantial minority of companies (46%) are flagged for related party transactions in the company's home market.

MSCI has flagged the board as potentially entrenched due to a high number of long-serving directors. Of particular importance during periods of extended underperformance, the impact of an entrenched board can be particularly damaging to sustainable shareholder interests. We have also flagged this board for potential concerns regarding the integrity and effectiveness of certain directors. These are all individuals who have been flagged as having been involved in one or more negative governance events in the course of their service at previous companies, as explained in their individual biographies. While we recognize the benefits of experience, it becomes increasingly challenging to act independently with such extensive service. Long-tenured directors can often form relationships that may compromise their independence and therefore hinder their ability to provide effective oversight. Additionally, we note that a collection of directors with long, coinciding tenure can sometimes form a subgroup in which collegiality takes precedence over rigorous oversight of a company's affairs. In this case, for example, the compensation decisions approved by this board have met with significant dissent from shareholders at the most recent annual meeting. Related party transactions raise additional concerns in this regard. We note that only 30% in United States have been flagged for having an entrenched board.

As a positive, the company has a majority standard for director elections, which enables shareholders to better hold directors accountable in uncontested elections.

Some issues, shareholders should take note : There are 13 directors in all. The board met 8 times in the last reported year. There were also 8 non-executive meetings.

No diversity concerns have been identified.

No attendance concerns have been identified.

The company's 'Below Average' rating for pay may be an indication of a management-friendly board because of the presence of active CEO's on the board , a concern magnified by the apparent entrenchment of the board.

EXECUTIVE PAY

Executive pay practices at STARBUCKS include one or more areas of concern regarding the alignment of management interests with those of the company's shareholders. Areas of particular concern include early vesting provisions in share based awards which offer a poor alignment with shareholder interests.

CEO pay practices at STARBUCKS include a number of areas that may raise concerns for shareholders, especially considering the absence of an independent compensation committee.

The STARBUCKS board does not include a fully independent compensation committee, raising concerns about the board's effectiveness in overseeing the company's CEO and other managers, a key board function, as well as its ability to design sufficiently rigorous incentives for executives.

For the most recently reported period the CEO's base salary was 1,500,000 USD. Non-equity incentive compensation was 2,926,875 USD. Perquisites and other miscellaneous compensation totaled 502,076 USD. Total compensation for the year was 4,928,951 USD, while total realized compensation was 62,597,797 USD , which also included 10,242,944 USD in stock option value realized for the year. As a positive, the board has not executed a CEO employment agreement, which provides the board and compensation committee with flexibility in aligning pay with performance. The board has established a clawback policy regarding its executive incentive pay, allowing it to recoup payouts that may have been the result of financial misstatements or otherwise determined to have been undeserved.

Overview

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

We note that shareholder votes on compensation are mandatory in this market, affording shareholders the ability to review and approve executive pay practices at this company, which has been shown to have positive effects on executive pay practices. While the company does not operate in a market with mandatory 'say- on-pay' votes, the company has provided shareholders with the ability to review and approve executive pay practices, consistent with a significant global trend.

Shareholders should be aware that more than 10 percent of shares were voted against the company's advisory vote on executive compensation ('say on pay') at the most recent annual meeting. Given generally very high levels of support for say- on-pay votes in this market (last year, only about 19% of companies in this market received 10 percent or more dissenting votes), this result indicates a significant level of shareholder discomfort with the company's executive compensation practices.

The following flagged KeyMetrics raise concerns regarding the board's ability to implement and maintain effective incentives for the company's CEO and other top executives:

• Unvested equity awards partially or fully accelerate upon the CEO's termination, characteristic of 90% of companies in the home market. Accelerated equity vesting allows executives to realize pay opportunities without necessarily having earned them through strong performance.

• The company has not disclosed specific, quantifiable performance target objectives for the CEO. While a majority 98% of companies in the home market have not disclosed these targets, disclosure of performance metrics is essential for investors to assess the rigor of incentive programs.

Finally, there are additional concerns related to the company's pay practices:

• The CEO's total summary pay for the last reported period was more than three times the median pay for the company's other named executive officers. Such disparity in pay raises concerns regarding the company's succession planning process and the distribution of responsibilities among the executive management team.

OWNERSHIP & CONTROL

The company's ownership structure and shareholder rights at STARBUCKS fall within the average scoring relative to global peers.

While no significant concerns are raised by the company's corporate governance practices, shareholders should be aware of the potential risk factors enumerated below.

We note that despite being classified as a family firm/founder firm, the company does not have a controlling shareholder. The company does not have a special capital structure, thus one vote right is afforded per common share. This principle of 'one share one vote' helps align economic and voting power and ensures that no class of shareholders has more voting power than economic exposure.

Limits on shareholder rights and management-controlled takeover defence mechanisms currently in place at STARBUCKS include:

• The board's unilateral ability to amend the company's bylaws without shareholder approval

• business combination provisions that fail to include protections of shareholder interests

• Limits on the right of shareholders to take action by written consent

• The absence of confidential voting policies

ACCOUNTING AND FINANCIAL REPORTING

Based on the company's disclosures and other public information, accounting and financial reporting practices at STARBUCKS appear to be generally appropriate and effective relative to global peers. We have flagged this company for potential concerns regarding extreme values on expense recognition ratios.

The STARBUCKS board of directors includes a fully independent audit committee and at least one member of that committee meets our standards for financial expertise.

Overview

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

The company's independent auditor is Deloitte & Touche LLP. For the most recently reported fiscal year, STARBUCKS paid a total of 7,192,000 USD in audit and other related fees. This figure includes 6,516,000 USD in basic audit fees.

MATERIAL GOVERNANCE EVENTS

EU To Investigate Apple's (also Starbucks and Fiat) Tax Affairs

On June 11, 2014, it was reported the European Commission was to open a formal investigation into Apple, Starbucks and Fiat in relation to tax arrangements with three European Union countries.

BODUM PORTUGUESA: Recalls 28,000 Rose Gold Glass Coffee Presses

On March 13, 2014, Starbucks announced a voluntary recall of about 28,000 Bodum rose gold glass coffee presses. The glass carafe can fall out of the metal frame and plastic base of the coffee press and break or shatter.

-Voluntary Recall of Select Greek Yogurt Raspberry & Lemon Parfaits

On March 7, 2014, it was reported that Schwartz Bros. Restaurants was recalling a small number of Greek yogurt raspberry and lemon parfaits sold under the Starbucks brand in Seattle and Portland area Starbucks stores because the products were mislabeled and failed to declare the presence of eggs, an allergen.

Starbucks' Evolution Fresh recalls Calif., Nevada juice

On February 10, 2014, it was reported Evolution Fresh, owned by Starbucks, had recalled 1,700 bottles of its "Organic Sweet Greens and Ginger" that were sold in California and Nevada.

Starbucks To Restate Results To Show Loss From Kraft Damages

On November 13, 2013, Starbucks said it would restate

fourth-quarter results to show an operating loss of $2.12 billion to reflect

damages related to its dispute with Kraft Foods. On November 12th,

an arbitrator ruled that the company must pay $2.23 billion in damages plus $527

million for interest and legal fees for ending its packaged coffee supply

agreement with Kraft at least three years early. Based on the rules of binding

arbitration, Starbucks cannot appeal the decision.

BMC raids Bandra Starbucks for encroachment, discovers it does not have a licence

On October 11, 2013, it was reported that during a surprise check at eateries, the BMC teams found that a Starbucks outlet didn't have the basic license to conduct business. Officials from the H-West ward found that not only was the outlet allegedly encroaching on public space, it also hadn't acquired the mandatory 'eating house' licence, which needs to be in place even before an eatery is launched.

New York Starbucks Sued For Discrimination Against the Deaf

On July 16, 2013, it was reported that a lawsuit filed in Federal Court the previous week alleged that Starbucks discriminated against the deaf by refusing to serve them, ejecting them from their stores and making fun of the way they speak. Twelve plaintiffs, most of whom are deaf and use sign language, filed the suit after encountering repeated acts of discrimination at multiple Starbucks locations in New York City.

UK lawmakers slam Starbucks, Amazon and Google on tax

On November 12, 2012, it was reported that UK lawmakers criticized executives of Starbucks, Google and Amazon for not paying more tax in Britain, and Amazon said it had received a $252 million demand for back taxes from France.

Chile fines, blacklists Starbucks, Wal-Mart over labor practices

In August 2012, Chile's labor department blacklisted Starbucks and Wal-Mart local units over labor practices, preventing them from bidding to supply local government offices for two years. The blacklist of 36 companies published by the labor department said Starbucks Coffee Chile was fined around $25,000 for what it called "discrimination against unions" and "bad faith in collective negotiations." Supermarket chain Hipermercados Lider, which Wal-Mart controls, was fined around $4,167 for "not paying a replacement worker bonus."

Customer's Injury Costs Starbucks $7.5m Award

Overview

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

On December 23, 2011, Starbucks was ordered to pay a chiropractor and his family $7.5 million as compensation for a 2008 slip-and-fall accident that left him with a brain injury. The amount was to compensate Anthony Zaccaglin and his family for loss of income, medical expense, and the loss of enjoyment of life. Zaccaglin bought a drink at the cash register at a Starbucks and was walking to the other end of the county to pick up his order when he slipped and fell, striking his head on the tile floor.

Starbucks fined after it's caught charging a hidden fee for whole beans

In November 2011, Starbucks dropped its $1.50 hidden fee on bags of coffee beans after the Massachusetts Office of Consumer Affairs fined five Starbucks locations with $1,575 for overcharge violations. The company was adding about $1.50 to the price of bags of coffee beans weighing less than a pound, never posting the addition to the price.

Board

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015 Governance - Board KeyMetrics Flag Impact Company Peers Executives on Board 5.1 % Company Ticker Country 1 year Total Board Combined CEO/Chair 3.4 % TSR Directors Rank McDonald's Corporation NYSE:MCD USA 30.76 15 6 Independent Chair 1.7 % Starbucks Corporation NASD:SBUX USA 24.80 13 10 Related Party Transactions 8.4 % Yum! Brands, Inc. NYSE:YUM USA 3.16 14 57 Entrenched Board 16.9 % Chipotle Mexican Grill, Inc. NYSE:CMG USA -27.54 9 37 Board Integrity 8.4 % Comp Committee Independence 3.4 % Risk Management Expertise 3.4 % About the Board Chairman of the Board Howard Schultz Chief Executive Officer Howard Schultz Lead Director Weatherup, Craig E. Full Board Meetings Held Last Year 16 Non-Executive Director Mtgs Held Last Year 16 Classified Board Elections? No Director Election Standard? Majority Independent Audit Committee? Yes Independent Comp Committee? No Independent Nominating Committee? Yes Board Has Outside Majority? Yes Total Directors 13 Inside Directors 2 Outside Directors 10 Outside Related Directors 1 Designated Directors 0 Directors Over 70 4 Directors With Over 15yrs Tenure 3 Overboarded Executive Directors 0 Overboarded Non-Executive Directors 0 Female Directors 3 Directors Who Are CEOs of a Rated Company 1 Directors Who Failed Min Attendance 0 Directors Who Hold Minimal Shares in the 1 Company Flagged Directors 1

Board of Directors Name Age Tenure Boards Status Independence Shares Held Votes Proxy Votes Year Against % Clara Shih 33 4 1 Active Outside 9,856 1.41% 2016 Craig E. Weatherup LD 70 17 2 Active Outside 37,503 1.03% 2016

Board

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

Name Age Tenure Boards Status Independence Shares Held Votes Proxy Votes Year Against % Howard Schultz CEO COB 63 31 1 Active Inside 19,163,453 2.30% 2016 James G. Shennan Jr. 74 26 1 Active Outside 262,046 2.31% 2016 Javier Teruel Herroz 65 10 3 Active Outside 26,162 1.29% 2016 Joshua Cooper Ramo 46 5 2 Active Outside 13,385 0.41% 2016 Kevin R. Johnson 54 7 1 Active Inside 32,322 0.45% 2016 Mary Dillon 54 0 2 Active Outside 0 Mellody Louise Hobson 46 11 3 Active Outside 170,967 0.35% 2016 Myron Ullman III 69 13 2 Active Outside 7,000 2.03% 2016 Olden Lee 74 12 1 Active Outside Related 23,833 0.17% 2016 Robert M. Gates 71 4 1 Active Outside 12,991 0.45% 2016 Senator William W. Bradley 72 12 1 Active Outside 18,000 0.71% 2016

= Flagged Director 1x = Flagged Director 2x = Is a CEO = Financial Expert = Industry Expert = Risk Management Expert CEO = Executive Officer COB = Chairman of the Board LD = Lead Director CFO = Chief Financial Officer X= Member C = Chairman A = Alternative Member N = Non-Voting Member E = Emeritus

Pay

CEO – Howard Schultz Starbucks Corporation, Source Date: 1/23/2015

Howard Schultz

HOWARD SCHULTZ, 61, is the founder of Starbucks Corporation and serves as our chairman and chief executive officer. Mr. Schultz has served as chairman of the board of directors since our inception in 1985, and in January 2008, he reassumed the role of president and chief executive officer. From June 2000 to February 2005, Mr. Schultz also held the title of chief global strategist. From November 1985 to June 2000, he served as chairman of the board and chief executive officer. From November 1985 to June 1994, Mr. Schultz also served as president. From January 1986 to July 1987, Mr. Schultz was the chairman of the board, chief executive officer and president of Il Giornale Coffee Company, a predecessor to the Company. From September 1982 to December 1985, Mr. Schultz was the director of retail operations and marketing for Starbucks Coffee Company, a predecessor to the Company. Mr. Schultz previously served on the Board of Directors of Groupon, Inc. through April of 2012.

DIRECTOR QUALIFICATIONS: As the founder of Starbucks, Mr. Schultz has demonstrated a record of innovation, achievement and leadership. This experience provides the board of directors with a unique perspective into the operations and vision for Starbucks. Through his experience as the chairman and chief executive officer, Mr. Schultz is also able to provide the board of directors with insight and information regarding Starbucks strategy, operations and business. In addition, Mr. Schultz brings to the board more than 30 years of experience with Starbucks and extensive experience in the food and beverage industry, brand marketing and international distribution and operations.

Executive Pay Name Title Reporting Period Total Summary Pay Howard Schultz CEO 2014 $ 21,466,454 Clifford Burrows Executive 2014 $ 7,637,379 John Culver Executive 2014 $ 6,332,919 Troy Alstead Executive 2014 $ 6,119,898 Lucy Helm Executive 2014 $ 4,106,315 Scott H. Maw CFO 2014 $ 2,215,390 Kevin R. Johnson Director 2014 $ 239,973

Compensation Committee Name Age Board Tenure Committee Status Independence Compensation & Management Development Committee (met 6 time(s) last year) Name Age Board Tenure Committee Status Independence Myron Ullman III 69 13 C Outside Olden Lee 74 12 X Outside Related James G. Shennan Jr. 74 26 X Outside Javier Teruel Herroz 65 10 X Outside

Pay

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

Name Age Board Tenure Committee Status Independence Clara Shih 33 4 X Outside Mary Dillon 54 0 X Outside

Last Reported CEO Pay Figures — Howard Schultz Compensation Document Date: N/A MSCI obtains these CEO pay figures from the Summary Compensation and other main compensation tables that appear in company proxy filings. Summary Compensation Where a CEO has been appointed or promoted during the latter part of a Pay Year 2014 fiscal year, the figures shown here will reflect the pay figures for the former CEO instead. Salary $ 1,500,000 Annual Bonus $ 0 Non-Equity Incentive Compensation $ 2,926,875 Total Annual Pay Grant Date Value of Stock Awards $ 6,294,559 Grant Date Value of Option Awards $ 10,242,944 All Other Compensation: 10.19 % Pension/NQDC Earnings $ 0 Perks and All Other Pay $ 502,076

Summary: Options Granted Salary: 30.43 % Non- Equity Incentive Compensation: 59.38 % Total Summary Pay $ 21,466,454 Total Annual Pay $ 4,928,951 Bonus: 0.00 % Total Realized Pay $ 62,597,797 Option Exercises and Stock Vested Number of Options Exercised 757,000 Value Realized on Exercise $ 40,118,494 Shares Acquired on Vesting 216,208 Value Realized on Vesting $ 17,550,352 Pension Benefits Number of Years of Credited Service 0 Total Summary Pay Present Value of Accumulated Benefits $ 0 Pension Payments (Last FY) $ 0 Non-Qualified Deferred Compensation Total Annual Pay: 22.96 % Executive Contributions (Last FY) $ 0 Pension/ NQDC Earnings: 0.00 % Registrant Contribution (Last FY) $ 64,677 Grant Date Value of Option Award: 47.72 %

Aggregate Earnings (Last FY) $ 0 Grant Date Value of Stock Award: 29.32 % Aggregate Withdrawals/Distributions $ 0 Aggregate Balance (Last FYE) $ 671,972 Incentive Pay Incentive Pay as % of Total 96.80% Incentive Pay as Stock 95.17% Dilution 11.12% Run Rate 0.41% CEO Contract Available? No

Ownership & Control

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

Governance - Ownership & Control Flag Impact KeyMetrics Company Peers Controlling Shareholder Company Ticker Country 1 year Controlling O&C NO TSR Shareholder Rank Proxy Access 3.4 % McDonald's Corporation NYSE:MCD USA 30.76 41 Starbucks Corporation NASD:SBUX USA 24.80 98 Bylaws Amendments 1.7 % Yum! Brands, Inc. NYSE:YUM USA 3.16 81 Business Combination Provision 1.7 % Chipotle Mexican Grill, Inc. NYSE:CMG USA -27.54 52 Shareholder Action by Written Consent 1.7 % Confidential Voting 1.7 %

Ownership Information Ownership Category Indexed Stock Top Shareholders There is no principal shareholder at this firm. Majority Shareholder Control (%) Insider Holdings (%) 3.38% 5% Holdings (%) 17.95% Total Insider and 5% Holdings (%) 21.33% Potential Dilution 11.12% Current Run Rate 0.41%

Equity Insiders - Current Officer and Director Shareholdings Name Age Tenure Status Independence Shares Held Shares Reported Howard Schultz CEO Chairman 63 31 Active Inside 19,163,453 23,158,166 James G. Shennan Jr. 74 26 Active Outside 262,046 364,136 Craig E. Weatherup LD 70 17 Active Outside 37,503 290,788 Myron Ullman III 69 13 Active Outside 7,000 260,285 Olden Lee 74 12 Active Outside Related 23,833 192,838 Senator William W. Bradley 72 12 Active Outside 18,000 140,862 Mellody Louise Hobson 46 11 Active Outside 170,967 324,792 Javier Teruel Herroz 65 10 Active Outside 26,162 299,586 Kevin R. Johnson 54 7 Active Inside 32,322 44,017 Joshua Cooper Ramo 46 5 Active Outside 13,385 43,385 Clara Shih 33 4 Active Outside 9,856 13,204 Robert M. Gates 71 4 Active Outside 12,991 12,991 Mary Dillon 54 0 Active Outside 0

Ownership & Control

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015 Takeover Defenses Multiple Share Classes? No Multiple Share Class Description No Known Concerns Has Poison Pill? No Classified Board Elections? No Strong Classified Board Defense? No Director Removal For Cause Only? No Vote Required to Remove For Cause (%) 51% Vote Required to Remove Without Cause (%) 51% Can Shareholders Fill Board Vacancies? Yes Confidential Voting No Cumulative Voting? Yes Vote Required to Call EGM (%) 10% Vote Required to Act by Written Consent (%) 100% Vote Required for Merger or Other Transaction (%) 67% Vote Required to Amend the Charter (%) 51% Vote Required to Amend the Bylaws (%) 51% Business Combination Provision? Yes Fair Price Provision? Yes Control Share Acquisition Provision? No Stakeholder Constituency Provision? No Advance Notice Requirement? Yes

Governance - Accounting

Audit Committee Name Age Board Tenure Committee Status Independence Audit & Compliance Committee (met 10 time(s) last year) Name Age Board Tenure Committee Status Independence Craig E. Weatherup LD 70 17 X Outside Javier Teruel Herroz 65 10 X Outside Mellody Louise Hobson 46 11 C Outside Joshua Cooper Ramo 46 5 X Outside

Auditor: Deloitte & Touche LLP Payment Amount Auditor Fees

Audit Fees 6,516,000 Other: 0.00 % Audit Related Fees 154,000 Audit Tax: 7.26 % Audit Related: 2.14 % Audit Tax Fees 522,000 Other Audit Fees 0 Total Fees $ 7,192,000 Auditor Start Date/Tenure n/a Previous Auditor n/a Audit: 90.60 %

Votes

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015 Director Votes Proxy Year Name Age Tenure Status Votes For Votes Against 2016 Clara Shih 33 4 Active 98% 1% 2016 Craig E. Weatherup LD 70 17 Active 98% 1% 2016 Howard Schultz CEO COB 63 31 Active 97% 2% 2016 James G. Shennan Jr. 74 26 Active 97% 2% 2016 Javier Teruel Herroz 65 10 Active 98% 1% 2016 Joshua Cooper Ramo 46 5 Active 99% 0% 2016 Kevin R. Johnson 54 7 Active 99% 0% 2016 Mellody Louise Hobson 46 11 Active 99% 0% 2016 Myron Ullman III 69 13 Active 97% 2% 2016 Olden Lee 74 12 Active 98% 0% 2016 Robert M. Gates 71 4 Active 99% 0% 2016 Senator William W. Bradley 72 12 Active 99% 1%

Shareholder/Management Proposals Proxy Year Proposal Type Proposal Proponent Votes For Votes Against 2016 Management Auditor Ratification n/a n/a 2016 Management Advisory Vote on Executive n/a n/a Compensation 2016 Management Executive Compensation n/a n/a 2015 Management Auditor Ratification n/a n/a 2014 Management Auditor Ratification n/a n/a 2013 Management Auditor Ratification n/a n/a 2012 Management Auditor Ratification n/a n/a 2011 Management Auditor Ratification n/a n/a 2015 Management Advisory Vote on Executive 86% 14% Compensation 2014 Management Advisory Vote on Executive 87% 13% Compensation 2013 Management Advisory Vote on Executive 73% 27% Compensation 2013 Management Director & Employee Comp 92% 8% 2012 Management Advisory Vote on Executive 94% 6% Compensation 2012 Management Executive Compensation 98% 2% 2011 Management Advisory Vote Frequency n/a n/a 2011 Management Director & Employee Comp 97% 3% 2011 Management Director & Employee Comp 87% 13% 2011 Management Advisory Vote on Executive 98% 2% Compensation 2009 Management Stock Option Exchange 81% 19% 2007 Management Executive Compensation \u0000 95% 5% 2006 Management Board Declassification \u0000 99% 1%

Votes

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

Proxy Year Proposal Type Proposal Proponent Votes For Votes Against 2005 Management Director & Employee Comp \u0000 55% 45%

Related Party Transactions

During fiscal 2015, Mr. Schultz made personal use of a Company-owned aircraft for which he reimbursed the Company at its aggregate incremental cost. Mr. Schultz's reimbursements for flights taken on the Company-owned aircraft during fiscal 2015 totaled $96,523. The Audit Committee approved this aircraft transaction.

purposes. Under an exclusive sublease agreement with the Sublessor, Starbucks subleases and operates the aircraft for a monthly rent of $269,297 and is responsible for the operation of the aircraft, aircraft maintenance, insurance and all other overhead costs. The sublease will terminate upon Mr. Schultz's discontinuation of day-to-day activities in Starbucks management or may be terminated sooner by either party upon 45 days' notice. Starbucks and Mr. Schultz also entered into an agreement pursuant to which Mr. Schultz pays Starbucks for his personal use of the aircraft. These amounts are calculated on a fully allocated cost basis and include, among other things, crew services, maintenance, insurance, fuel, support services and associated overhead. Pursuant to the agreement, Mr. Schultz paid to Starbucks a one-time deposit of $498,477, equal to one and one-half times the estimated monthly costs for his personal use of the aircraft in the first year. The deposit is subject to adjustment by Starbucks based on changes to the estimated annual costs for Mr. Schultz's personal use in future years. The agreement also provides for Mr. Schultz to pay to Starbucks monthly advance payments based upon estimated annual costs for his personal use. For certain personal flights for which Mr. Schultz is not permitted by the Federal Aviation Administration to reimburse Starbucks on a fully allocated basis, he reimburses Starbucks for twice the cost of fuel under a separate time sharing agreement between the Company and Mr. Schultz. At the end of each fiscal year the amounts required to be paid by Mr. Schultz under these aircraft use agreements are reconciled with the amounts advanced by Mr. Schultz. For fiscal 2015, after reconciliation, including reimbursement to Mr. Schultz for advance overpayments made in fiscal 2015, the amounts paid by Mr. Schultz under these aircraft use agreements totaled $1,782,298. For fiscal 2016, Mr. Schultz's monthly payments are $363,404 based upon his estimated annual usage in fiscal 2016. At the end of fiscal 2016, the costs required to be paid by Mr. Schultz for his actual personal use in fiscal 2016 will be reconciled with his advance payments.

the aircraft. For 2016, monthly rent under the hangar lease is estimated to be $23,993, subject to adjustment based on Starbucks actual costs. The hangar space lease terminates no later than the tenth anniversary of Mr. Schultz's discontinuation of day-to-day activities in Starbucks management or the expiration of the underlying ground lease on which the hangar is located.

Proxy Information Jan 23, 2015

From April 2009 through March 2010, Mr. Lee served as Starbucks interim executive vice president, Partner Resources.

During fiscal 2014, Mr. Schultz made personal use of a Company-owned aircraft for which he reimbursed the Company at its aggregate incremental cost. Mr. Schultz's reimbursements for flights taken on the Company-owned aircraft during fiscal 2014 totaled $113,356. The Audit Committee approved this aircraft transaction.

Additionally, at the end of fiscal 2013, Starbucks entered into a series of agreements under which Starbucks acquired the right to use an aircraft leased by an entity owned by Mr. Schultz ("Sublessor") to address the Company's need for additional flight capacity for business purposes. Under an exclusive sublease agreement with the Sublessor, Starbucks subleases and operates the aircraft for a monthly rent of $269,297 and is responsible for the operation of the aircraft, aircraft maintenance, insurance and all other overhead costs. The sublease will terminate upon Mr. Schultz's discontinuation of day-to- day activities in Starbucks management or may be terminated sooner by either party upon 45 days' notice. Starbucks

and Mr. Schultz also entered into an agreement pursuant to which Mr. Schultz pays Starbucks for his personal use of the aircraft. These amounts are calculated on a fully allocated cost basis and include, among other things, crew services, maintenance, insurance, fuel, support services and associated overhead. Pursuant to the agreement, Mr. Schultz paid to Starbucks a one-time deposit of $498,477, equal to one and one-half times the estimated monthly costs for his personal use of the aircraft in the first year. The deposit is subject to adjustment by Starbucks based on changes to the estimated annual costs for Mr. Schultz's personal use in future years. The agreement also provides for Mr. Schultz to pay to Starbucks monthly advance payments

Related Party Transactions

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

based upon estimated annual costs for his personal use. For certain personal flights for which Mr. Schultz is not permitted by the Federal Aviation Administration to reimburse Starbucks on a fully allocated basis, he reimburses Starbucks for twice the cost of fuel under a separate time sharing agreement between the Company and Mr. Schultz. At the end of each fiscal year the amounts required to be paid by Mr. Schultz under these aircraft use agreements are reconciled with the amounts advanced by Mr. Schultz. For fiscal 2014, after reconciliation, including reimbursement to Mr. Schultz for advance overpayments made in fiscal 2014, the amounts paid by Mr. Schultz under these aircraft use agreements totaled $2,783,674. For fiscal 2015, Mr. Schultz's monthly payments are $337,779 based upon his estimated annual usage in fiscal 2015. At the end of fiscal 2015 the costs required to be paid by Mr. Schultz for his actual personal use in fiscal 2015 will be reconciled with his advance payments.

Starbucks also entered into a hangar space lease with an entity owned by Mr. Schultz ("Tenant") under which Starbucks leases a portion of the Company's hangar to the Tenant for parking the aircraft and Starbucks receives rent calculated based on a pro-rata portion of the maintenance, utilities and other expenses paid by Starbucks for the hangar. The hangar space lease became effective on June 1, 2014 after approval by the lessor of the ground lease on which the hangar is located. For fiscal 2014, the total rent paid by Tenant under the hangar space lease was $94,000. Prior to the effective date of the hangar space lease, the value of the hangar space was included in the fully allocated cost paid by Mr. Schultz for the use of the aircraft. For 2015, monthly rent under the hangar lease is estimated to be $23,303, subject to adjustment based on Starbucks actual costs. The hangar space lease terminates no later than the tenth anniversary of Mr. Schultz's discontinuation of day-to-day activities in Starbucks management or the expiration of the underlying ground lease on which the hangar is located.

Additionally, (i) each of Starbucks and Mr. Schultz entered into separate non-exclusive sublease agreements for the aircraft with Sublessor and (ii) Starbucks and Mr. Schultz entered into a support services agreement to take effect upon the termination of the exclusive sublease agreement described above and to continue for a period of ten years after Mr. Schultz's discontinuation of day-to-day activities in Starbucks management. Under this follow- on arrangement, Mr. Schultz will sublease the aircraft directly from the Sublessor and operate it (using support services provided by the Company) for all flights (other than business flights operated by Starbucks) and will be responsible for all costs associated with the aircraft other than the direct operating cost of Starbucks flights. Starbucks will pay to Sublessor hourly rent (under a formula based on the amount of hours the aircraft is flown). Under the support services agreement, Mr. Schultz will pay Starbucks a fee for support services and will also be responsible for all aircraft operating costs, including crew services, maintenance, insurance, fuel and associated overhead that are required to enable Mr. Schultz to operate his own personal flights. The support services fee to be paid to Starbucks under the support services agreement will be determined based on market rates when the agreement takes effect based on an evaluation of third-party support/management fees for support services similar to those provided under the support services agreement.

Proxy Information Jan 24, 2014

At the end of fiscal 2013, Starbucks entered into a series of agreements under which Starbucks acquired the right to use an aircraft leased by an entity owned by Mr. Schultz ("Sublessor") to address the Company's need for additional flight capacity for business purposes. Under an exclusive sublease agreement with the Sublessor, Starbucks subleases and operates the aircraft for a monthly rent of $269,297 and is responsible for the operation of the aircraft, aircraft maintenance, insurance and all other overhead costs. The sublease will terminate upon Mr. Schultz's discontinuation of day-to-day activities in Starbucks management or may be terminated sooner by either party upon 45 days' notice. Starbucks and Mr. Schultz also entered into an agreement pursuant to which Mr. Schultz pays Starbucks for his personal use of the aircraft. These amounts are calculated on a fully allocated cost basis to include, among other things, crew services, maintenance, insurance, fuel, support services and associated overhead. Pursuant to the agreement, Mr. Schultz has paid to Starbucks a deposit of $498,477, equal to one and one-half times the estimated monthly costs for his personal use of the aircraft. The agreement also provides for Mr. Schultz to pay to Starbucks, in advance each month, the estimated costs for his personal use of the aircraft in the upcoming month. In the last month of fiscal 2013, Mr. Schultz paid Starbucks $332,318 for his estimated personal use for the first month of fiscal 2014. For limited flights, if any, for which Mr. Schultz is not permitted by the Federal Aviation Administration to reimburse Starbucks on a fully allocated basis, he reimburses Starbucks for twice the cost of fuel under a separate time sharing agreement between the Company and Mr. Schultz. At the end of each fiscal year the actual costs required to be paid by Mr. Schultz under these agreements will be reconciled with the amounts advanced by Mr. Schultz.

Starbucks also entered into a hangar space lease with an entity owned by Mr. Schultz ("Tenant") under which Starbucks will lease a portion of the Company's hangar to the Tenant for parking the aircraft and Starbucks will receive rent calculated based on a pro-rata portion of the maintenance, utilities and other expenses paid by Starbucks for the hangar. For fiscal 2014, rent under the hangar space lease is estimated to be approximately $23,000 per month, subject to adjustment based on Starbucks actual costs. The hangar space lease terminates no later than the tenth anniversary of Mr. Schultz's discontinuation of day-to-day activities in Starbucks management or the expiration of the underlying ground lease on which the hangar is located. The hangar space lease is subject to approval by the lessor of the ground lease on which the hangar is located.

Related Party Transactions

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

including crew services, maintenance, insurance, fuel and associated overhead that are required to enable Mr. Schultz to operate his own personal flights. The support services fee to be paid to Starbucks under the support services agreement will be determined based on market rates when the agreement takes effect based on an evaluation of third-party support/management fees for support services similar to those provided under the support services agreement.

Proxy Information Jan 25, 2013

From April 2009 through March 2010, Mr. Lee served as interim executive vice president, Partner Resources.

During fiscal 2012, Mr. Schultz made personal use of corporate aircraft for which he reimbursed the Company at its aggregate incremental cost. Mr. Schultz's reimbursements for flights taken during fiscal 2012 totaled $428,095. The Audit Committee approved aircraft reimbursements in accordance with its charter before the board of directors adopted the Policy for the Review and Approval of Related-Person Transactions Required to Be Disclosed in Proxy Statements, described above.

Proxy Information Jan 26, 2012

From April 2009 through March 2010, Mr. Lee served as interim executive vice president, Partner Resources.

During fiscal 2011, Mr. Schultz made personal use of corporate aircraft for which he reimbursed us at our aggregate incremental cost. Mr. Schultz's reimbursements for flights taken during fiscal 2011 totaled $221,307. The Audit Committee approved aircraft reimbursements in accordance with its charter, before the board of directors adopted the Policy for the Review and Approval of Related-Person Transactions Required to Be Disclosed in Proxy Statements, described in more detail beginning on page 56.

On August 20, 2009, we entered into a sub-lease agreement with The Essential Baking Company, Inc., a Washington corporation, that will run through May 2014. Approximately $330,464 in base rent was due under the sub-lease agreement on or after October 4, 2010 through the remaining term of the sub-lease. The sub-lease agreement also includes provisions for additional payments above base rent if gross sales exceed certain thresholds. Since the amounts of these additional payments due under the term of the sub-lease are based on monthly gross sales that exceed certain thresholds throughout the term of the sub-lease, the amounts of these payments are not currently determinable. In connection with the sub-lease agreement, we also entered into a vendor agreement on July 17, 2009, pursuant to which Essential Baking Company will be the exclusive provider of baked goods, desserts, sandwiches and salads for the retail store operating within the sub-leased property and also provide similar food items for certain other retail stores on a non-exclusive basis. From October 4, 2010 through October 2, 2011, we paid Essential Baking Company approximately $337,632 under the vendor agreement. Arthur Rubinfeld, our president, Global Development, serves on the board of Essential Baking Company and also owns approximately 26% of Essential Baking Company's outstanding common stock. Mr. Rubinfeld has options to acquire additional shares of common stock of Essential Baking Company. The Audit Committee has reviewed these transactions pursuant to our Policy for the Review and Approval of Related-Person Transactions Required to Be Disclosed in Proxy Statements and has determined that such transactions were in the Company's best interests and that the terms are competitive with terms available from unaffiliated third parties.

Proxy Information Jan 28, 2011

From April 2009 through March 2010, Mr. Lee served as interim executive vice president, Partner Resources. For his services as interim executive vice president, Partner Resources, Mr. Lee was compensated pursuant to a consulting agreement that provided for a consulting fee of $25,000 per month plus reimbursement of certain business expenses. Mr. Lee remained on our board of directors during this period and was thus also compensated pursuant to the non-employee director compensation program. Effective October 1, 2009, the consulting agreement was amended by the Compensation Committee to increase the monthly consulting fee from $25,000 to $50,000 and to provide a one-time lump sum payment of $150,000. Mr. Lee's consulting arrangement was approved by the Compensation Committee. Mr. Lee also served as our interim executive vice president, Partner Resources from April 2009 to March 2010. Mr. Lee undertook the role of interim head of Partner Resources while the Company searched for an executive vice president, Partner Resources.

During fiscal 2010, Mr. Schultz made personal use of corporate aircraft, for which he reimbursed us at our aggregate incremental cost. Mr. Schultz's reimbursements for flights taken during fiscal 2010 totaled $242,795. The Audit Committee approved aircraft reimbursements in accordance with its charter, before the board of directors adopted the Policy for the Review and Approval of Related-Person Transactions Required to Be Disclosed in Proxy Statements, described in more detail beginning on page 75.

Related Party Transactions

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

On August 20, 2009, we entered into a sub-lease agreement with The Essential Baking Company, Inc., a Washington corporation ("Essential Baking Co."), that will run through May 2014. Approximately $422,000 in base rent was due under the sub-lease agreement on or after September 28, 2009. The sub-lease agreement also includes provisions for additional payments above base rent if gross sales exceed certain thresholds. Since the amounts of these additional payments due under the term of the sub-lease are based on monthly gross sales that exceed certain thresholds throughout the term of the sub-lease, the amounts of these payments are not currently determinable. In connection with the sub-lease agreement, we also entered into a vendor agreement on July 17, 2009, pursuant to which Essential Baking Co. will be the exclusive provider of baked goods, desserts, sandwiches and salads for the retail store operating within the sub-leased property and also provide similar food items for certain other retail stores on a non-exclusive basis. From September 28, 2009 through December 31, 2010, we paid Essential Baking Co. approximately $179,338 under the vendor agreement. Arthur Rubinfeld, our president, Global Development, serves on the board of Essential Baking Co. and also owns approximately 26% of Essential Baking Co.'s outstanding common stock. Mr. Rubinfeld has options to acquire additional shares of common stock of Essential Baking Co. The Audit Committee has reviewed these transactions pursuant to our Policy for the Review and Approval of Related-Person Transactions Required to Be Disclosed in Proxy Statements and has determined that such transactions were in the Company's best interests and that the terms are competitive with terms available from unaffiliated third parties.

Proxy Information Jan 22, 2010

During fiscal 2009, Mr. Schultz made personal use of corporate aircraft, for which he reimbursed us at our aggregate incremental cost. Mr. Schultz's reimbursements for flights taken during fiscal 2009 totaled $65,148. The Audit Committee approved aircraft reimbursements in accordance with its charter, before the board of directors adopted the Policy for the Review and Approval of Related-Person Transactions Required to Be Disclosed in Proxy Statements, described in more detail beginning on page 6.

On August 20, 2009, we entered into a sub-lease agreement with The Essential Baking Company, Inc., a Washington corporation ("Essential Baking Co."), pursuant to which we will pay Essential Baking Co. approximately $422,000 in base rent over the term of the sub-lease. The sub-lease will run through May 2014 and includes provisions for additional payments above base rent if gross sales exceed certain thresholds. In connection with the sub- lease agreement, we also entered into a vendor agreement on July 17, 2009, pursuant to which Essential Baking Co. will be the exclusive provider of baked goods, desserts, sandwiches and salads for the retail store operating within the sub-leased property and also provide similar food items for certain other retail stores on a non-exclusive basis. Through December 31, 2009, we have paid Essential Baking Co. approximately $47,896 under the vendor agreement. Arthur Rubinfeld, our president, Global Development, serves on the board of Essential Baking Co. and also owns approximately 26% of Essential Baking Co.'s outstanding common stock. Mr. Rubinfeld also holds a promissory note from Essential Baking Co. for $60,992 and has options to acquire additional shares of common stock of Essential Baking Co. The Audit Committee has reviewed these transactions pursuant to our Policy for the Review and Approval of Related-Person Transactions Required to Be Disclosed in Proxy Statements and has determined that such transactions were in the Company's best interests and that the terms are competitive with terms available from unaffiliated third parties.

Proxy Information Jan 22, 2009

During fiscal 2008, Mr. Schultz made personal use of corporate aircraft, for which he reimbursed us at our aggregate incremental cost. Mr. Schultz's reimbursements for flights taken during fiscal 2008 totaled $234,455. The Audit Committee approved aircraft reimbursements in accordance with its charter, before the board adopted the Policy for the Review and Approval of Related-Person Transactions Required to Be Disclosed in Proxy Statements, described in more detail beginning on page 6.

We have an employment agreement with Mr. Behar, a former member of the board of directors who resigned from the board effective as of the 2008 Annual Meeting of Shareholders, to employ him as an advisor. We pay him an annual salary of $25,000 through October 31, 2010. If Mr. Behar dies before the end of the term, his spouse (or estate, if his spouse does not survive him) will be entitled to the full amount of cash compensation that Mr. Behar would have received through the full term of the agreement.

Proxy Information Jan 23, 2008

During fiscal 2007, Messrs. Schultz and Donald made personal use of corporate aircraft, for which they reimbursed us at our aggregate incremental cost. Mr. Schultz's and Mr. Donald's reimbursements for flights taken during fiscal 2007 totaled $400,919 and $14,016, respectively. The Audit Committee approved the aircraft reimbursement transactions in accordance with its charter, before the board adopted the Policy for the Review and Approval of Related-Person Transactions Required to be Disclosed in Proxy Statements, described in more detail beginning on page 5.

Related Party Transactions

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

We have an employment agreement with Howard Behar, a member of the board of directors, to employ him as an advisor. We pay him an annual salary of $25,000 through October 31, 2010, and grant him an annual award under the 2005 Key Employee Sub-Plan to our 2005 Long-Term Equity Incentive Plan having a fair value of $105,000 on the grant date. Accordingly, Mr. Behar was granted a stock option for 8,164 shares on November 20, 2006, which vested in full on November 20, 2007. If Mr. Behar dies before the end of the term, his spouse (or estate, if his spouse does not survive him) will be entitled to the full amount of cash compensation that Mr. Behar would have received through the full term of the agreement.

Proxy Information Jan 17, 2007

In April 2001, Mr. Schultz and a group of investors organized as The Basketball Club of Seattle, LLC ("The Basketball Club") purchased the franchises for the Seattle Sonics and the Seattle Storm basketball teams. Until October 2006, Mr. Schultz held a controlling ownership interest in the teams. The Basketball Club assumed pre-existing team sponsorship agreements between the former owners of the franchises and the Company. During fiscal 2005 and fiscal 2006, the Company entered into new sponsorship agreements with respect to sponsorship of the Seattle Sonics and Seattle Storm, respectively. Pursuant to such agreements, the Company paid The Basketball Club an aggregate of $571,200 in fiscal 2006.

On February 11, 2005, the Company entered into a letter agreement with Mr. Schultz and the trustee for the Schultz Irrevocable Trust and the Howard D. Schultz Irrevocable Trust to terminate split-dollar life insurance agreements with each of the trusts and the underlying life insurance policies. The Company agreed to compensate Mr. Schultz annually for the benefit he lost as a result of the termination of the agreements, for so long as he remains a full-time employee of the Company. The amount of additional compensation equals the Company's annual premium obligation as of the date of the agreement with an adjustment for related federal income tax consequences. The Company paid Mr. Schultz $275,374 in fiscal 2006 pursuant to this agreement. The Company and Schultz trusts also have agreed to split evenly shares of stock that were issued to policyholders in connection with a reorganization of the insurer.

Mr. Behar, a member of the Board of Directors who had previously retired as an executive of the Company in 1999, returned to serve as the Company's president, North America from September 2001 through December 2002. Mr. Behar and the Company entered into an agreement in May 2003 pursuant to which Mr. Behar deferred $1.8 million in compensation earned by him as president, North America, and agreed to serve as an advisor to the Company for a salary of $25,000 per year. In December 2005, Mr. Behar and the Company amended the agreement to provide that the Company (i) would pay Mr. Behar a lump sum of approximately $1.1 million, which represents the full amount of his previously unpaid deferred compensation, (ii) continue to employ Mr. Behar as an advisor at an annual salary of $25,000 through October 31, 2010, and (iii) so long as Mr. Behar remains employed under the agreement, grant Mr. Behar an annual award under the 2005 Key Employee Plan having a fair value of $105,000 on the grant date. Awards under the 2005 Key Employee Plan that are subject to vesting will vest in full on the first anniversary of the grant date if Mr. Behar remains employed at that time and, if in the form of stock options, will have an exercise price equal to the fair market value of the Common Stock on the grant date. If Mr. Behar dies before the end of the term, his spouse (or estate, if his spouse does not survive him) will be entitled to the full amount that Mr. Behar would have received through the full term of the agreement. Before Mr. Behar's agreement was amended, on November 16, 2005 the Company granted Mr. Behar an option to purchase 10,000 shares of Common Stock with an exercise price of $30.42 per share. Like the stock options granted to non-employee directors on the same day, the options granted to Mr. Behar vested in full on November 16, 2006. Mr. Behar voluntarily agreed that the grant agreement for these stock options would specifically exclude the provisions of the 2005 Key Employee Plan that would cause the options to vest in full if he terminates his employment after the age of 55 and at least 10 years of credited service with the Company, which he had already attained at the time of grant.

Proxy Information Dec 16, 2005

From January 2000 to June 2005, Mr. Maffei was chairman and chief executive officer of 360networks Corporation, and was chief executive officer when 360networks and many of its Canadian and U.S. operating subsidiaries filed for voluntary bankruptcy protection in June 2001. 360networks emerged from bankruptcy in October 2002 and Mr. Maffei remained chief executive officer until June 2005.

In April 2001, Mr. Schultz and a group of investors organized as The Basketball Club of Seattle, LLC ("The Basketball Club") purchased the franchises for the Seattle Supersonics (which later changed its name to the Seattle Sonics) and the Seattle Storm basketball teams. Mr. Schultz holds a controlling ownership interest in The Basketball Club. The Basketball Club assumed pre-existing Team Sponsorship Agreements between the former owners of the franchises and the Company. During fiscal 2005, the Company entered into a new Sponsorship Agreement with respect to sponsorship of the Seattle Sonics. The Company is currently negotiating a new agreement for sponsorship of the Seattle Storm. Pursuant to such agreements, the Company paid The Basketball Club an aggregate of $816,892 in fiscal 2005.

Related Party Transactions

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

to be used by him to acquire a like benefit, for so long as he remains a full-time employee of the Company. This amount equals the Company's annual premium obligation as of the date of the agreement with an adjustment for related federal income tax consequences.

8K Information Oct 12, 2004

Mr. Orin C. Smith served as President and Chief Executive Officer of Starbucks Corporation from June 2000 thru March 2005.

Proxy Information Dec 10, 2004

During fiscal 2003 and 2002, the Company chartered an aircraft operated by Devon Air Holdings, LLC ("Devon Air"), a limited liability company wholly- owned by Mr. Schultz, the Company's chairman of the Board of Directors and chief global strategist, for executive business travel. The Company paid $133,810 and $475,344 in fiscal 2003 and 2002, respectively, for the charter of this aircraft, based on a discounted rate for actual hours flown.

During fiscal 2003, the Company entered into a series of agreements with Canarsie Holdings, LLC ("Canarsie"), a limited liability company wholly-owned by Mr. Schultz and his wife. Canarsie operated the aircraft formerly operated by Devon Air until May 2004 when it was sold. Pursuant to an Aircraft Interchange Agreement dated as of October 28, 2002, each of the Company and Canarsie agreed to lease its aircraft to the other on an as-needed basis at prescribed rates with monthly reconciliations of amounts owed. Based on differences in hours flown and cost per flight hour for each aircraft, Canarsie paid the Company net amounts of $0 and $23,400 during fiscal 2004 and 2003, respectively, before applicable taxes under this agreement. The Company and Canarsie agreed to provide use of each other's aircraft on a time-sharing basis under Time-Sharing Agreements dated October 28, 2002. Pursuant to these agreements, during fiscal 2004 and 2003 the Company paid Canarsie $103,200 and $77,000, respectively, before applicable taxes for the use of Canarsie's aircraft, and Canarsie did not use the Company's aircraft and so made no payments to the Company. Pursuant to a lease agreement dated as of April 21, 2003, between the Company and Canarsie, the Company leased to Canarsie the use of a portion of an airplane hangar with office space for the purposes of storing, repairing and maintaining an airplane owned or leased by Canarsie. Canarsie paid the Company rent of $7,000 per month for the use of this leased space, and paid $49,000 and $84,000 in rent to the Company during fiscal 2004 and fiscal 2003, respectively. Canarsie and the Company also equally shared the cost of an office manager for aircraft operations and an aircraft cleaner. Canarsie paid the Company an aggregate of $39,853 and $36,228 during fiscal 2004 and fiscal 2003, respectively, for these personnel costs. The Company and Canarsie also shared certain expenses related to pilot training, with Canarsie paying the Company $8,250 during fiscal 2003 for its share of those expenses. Due to the sale of the aircraft operated by Canarsie in May 2004, the Company does not expect to have any further business dealings with Canarsie.

In April 2001, Mr. Schultz and a group of investors organized as The Basketball Club of Seattle, LLC (the "Basketball Club") purchased the franchises for The Seattle Supersonics and The Seattle Storm basketball teams. Upon such purchase, the Basketball Club assumed pre-existing Team Sponsorship Agreements between the former owners and the Company. Pursuant to such agreements, the Company paid the Basketball Club and those franchises an aggregate of $800,164, $777,884 and $739,593 in fiscal 2004, 2003 and 2002, respectively. Mr. Schultz holds a controlling ownership interest in the Basketball Club.

The Company establishes certain compensation arrangements with its executive officers at the time of hire. The arrangements include starting salary, bonus eligibility, initial stock option grants and relocation packages, where appropriate. In addition, most of such arrangements specify that the executive officer will receive an amount equal to twelve months of base salary as severance in the event that he or she is terminated for any reason other than cause. Neither Mr. Schultz nor Mr. Smith has such an arrangement with the Company.

Mr. Behar, a member of the Board of Directors who had previously retired as an executive of the Company in 1999, returned to serve as the Company's president, North America from September 2001 through December 2002. Mr. Behar deferred compensation of (1) $546,154, representing the unpaid portion of Mr. Behar's fiscal 2002 base salary, (2) $623,872, representing Mr. Behar's fiscal 2002 bonus, and (3) $629,974 representing income earned by Mr. Behar during fiscal 2003. In May 2003, Mr. Behar and the Company entered into an eight-year agreement (which superseded an earlier agreement

Related Party Transactions

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

of December 2001) that describes how the Company will pay Mr. Behar these deferred amounts, as well as an additional $25,000 per year for Mr. Behar's services as an advisor to the Company. From November 1, 2002 until October 31, 2010 (the "Term"), Mr. Behar will be paid bi-weekly an amount that annualizes to $250,000 per year.

In the event that Mr. Behar dies before the Term expires, the Company will pay, or cause an insurer to pay, Mr. Behar's surviving spouse (or Mr. Behar's estate if his wife does not survive him) a single sum equal to the unpaid amount Mr. Behar would have received through the full Term of the agreement. The Company may terminate the agreement for cause and Mr. Behar may terminate the agreement at any time by providing the Company with written notice of his resignation. A termination of the May 2003 agreement, regardless of the reason for the termination, does not affect the Company's obligation to pay Mr. Behar income he has already earned, but deferred under the agreement. Mr. Behar and his spouse are eligible to receive employee benefits in accordance with the terms of the Company's medical, dental, vision and savings plans for the Term of the agreement. Mr. Behar is not eligible to participate in the NED Option Plan until he ceases to be employed by the Company for at least a year, but in the discretion of the Compensation Committee, Mr. Behar is eligible to receive stock option grants under the Key Employee Plan.

Proxy Information Jan 22, 2004

During fiscal 2003, 2002 and 2001, the Company chartered an aircraft operated by Devon Air Holdings, LLC ("Devon Air"), a limited liability company wholly-owned by Mr. Schultz, the Company's chairman of the Board of Directors and chief global strategist, for executive business travel. The Company paid $133,810, $475,344 and $356,697 in fiscal 2003, 2002 and 2001, respectively, for the charter of this aircraft, based on a discounted rate for actual hours flown.

During fiscal 2003, the Company entered into a series of agreements with Canarsie Holdings, LLC ("Canarsie"), a limited liability company wholly-owned by Mr. Schultz and his wife. Canarsie now operates the aircraft formerly operated by Devon Air. Pursuant to an Aircraft Interchange Agreement dated as of October 28, 2002, each of the Company and Canarsie agreed to lease its aircraft to the other on an as-needed basis at prescribed rates with monthly reconciliations of amounts owed. Based on differences in hours flown and cost per flight hour for each aircraft, Canarsie paid the Company a net amount of $23,400 before applicable taxes under this agreement during fiscal 2003. The Company and Canarsie also have agreed to provide use of each other's aircraft on a time-sharing basis under Time-Sharing Agreements dated October 28, 2002. Pursuant to these agreements, during fiscal 2003 the Company paid Canarsie $77,000 before applicable taxes for the use of Canarsie's aircraft, and Canarsie did not use the Company's aircraft and so made no payments to the Company. Pursuant to an agreement dated October 4, 2002, the Company agreed to loan to Canarsie on a temporary basis flight crew members employed by the Company from time to time upon the request of Canarsie and to the extent the crew members are not otherwise needed by the Company. Under the terms of this agreement, Canarsie pays to the Company $250 per flight hour per temporary flight crew member plus all out-of-pocket expenses incurred by temporary crew members related to their service on Canarsie flights. Pursuant to a lease agreement dated as of April 21, 2003, between the Company and Canarsie, the Company leased to Canarsie the use of a portion of an airplane hangar with office space for the purposes of storing, repairing and maintaining an airplane owned or leased by Canarsie. Canarsie pays the Company rent of $7,000 per month for the use of this leased space, and paid a total of $84,000 in rent to the Company during fiscal 2003. Canarsie and the Company also equally shared the cost of an office manager for aircraft operations and an aircraft cleaner. Canarsie paid the Company an aggregate of $36,228 during fiscal 2003 for these personnel costs. The Company and Canarsie also shared certain expenses related to pilot training, with Canarsie paying the Company $8,250 for its share of those expenses.

In April 2001, Mr. Schultz and a group of investors organized as The Basketball Club of Seattle, LLC (the "Basketball Club") purchased the franchises for The Seattle Supersonics and The Seattle Storm basketball teams. Upon such purchase, the Basketball Club assumed pre-existing Team Sponsorship Agreements between the former owners and the Company. Pursuant to such agreements, the Company paid the Basketball Club and those franchises an aggregate of $777,884, $739,593 and $299,020 in fiscal 2003, 2002 and 2001, respectively. Mr. Schultz holds a controlling ownership interest in the Basketball Club.

Mr. Behar, a member of the Board of Directors who had previously retired as an executive of the Company in 1999, returned to serve as the Company's president, North America from September 2001 through December 2002. Mr. Behar deferred compensation of (1) $546,154, representing the unpaid portion of Mr. Behar's fiscal 2002 base salary, (2) $623,872, representing Mr. Behar's fiscal 2002 bonus, and (3) $629,974 representing income earned by Mr. Behar during fiscal 2003. In May 2003, Mr. Behar and the Company entered into an eight-year agreement (which superceded an earlier agreement of December 2001) that describes how the Company will pay Mr. Behar these deferred amounts, as well as an additional $25,000 per year for Mr. Behar's services as an advisor to the Company. From November 1, 2002 until October 31, 2010 (the "Term"), Mr. Behar will be paid bi-weekly a base salary that annualizes to $250,000 per year.

Related Party Transactions

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

The Company may terminate the agreement for cause and Mr. Behar may terminate the agreement at any time by providing the Company with written notice of his resignation. A termination of the May 2003 agreement, regardless of the reason for the termination, does not affect the Company's obligation to compensate Mr. Behar for income he has already earned, but paid to him as deferred compensation under the agreement. Mr. Behar and his spouse are eligible to receive employee benefits in accordance with the terms of the Company's medical, dental, vision and savings plans for the Term of the agreement. Mr. Behar is not eligible to participate in the NED Option Plan until he ceases to be employed by the Company for at least a year, but in the discretion of the Compensation Committee, Mr. Behar is eligible to receive stock option grants under the Key Employee Plan.

Until January 1, 2003, Mr. Prentice, a member of the Company's Board of Directors, was a member of the board of directors of PlayNetwork, Inc. ("PlayNetwork"), and was also affiliated with Chartwell Capital Investors II, L.P., which owns approximately 30% of PlayNetwork. Effective January 1, 2003, Mr. Prentice resigned from the board of directors of, terminated any affiliation with, and divested himself of any economic interest in, PlayNetwork, Inc. Starbucks purchases music services for its retail stores from PlayNetwork and, during the period in which Mr. Prentice was affiliated with PlayNetwork, paid $658,502, $2,954,808 and $2,343,657 to PlayNetwork for such services in fiscal 2003, 2002 and 2001, respectivel

Governance Standards

Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015 Washington

Currency : US Dollar (USD)

Washington business law is dictated by the Washington Business Corporation Act which tends to favor shareholder rights over management control, especially when compared to most other U.S. States. Washington law does contain some provisions to protect management from hostile takeovers, which may diminish the interests of shareholders.

Washington law gives shareholders the right to call special meetings, providing a low 10% threshold requirement. Unfortunately, the Washington Business Corporation Act effectively deny shareholders the right to act by written consent. The state law requires 100% approval of shareholders, an impractical threshold that is nearly impossible to meet, before any consent in writing can take place.

Shareholders are free, by Washington law, to remove directors with or without cause. Removal requires a simple majority approval and shareholders are granted the right to fill resulting vacancies. As a result, shareholders have a lot of control in both removing and replacing a board director, even when boards are classified.

Washington law does not mandate a Majority Vote requirement in director elections. However, the law does provide Cumulative Voting rights, allowing for some degree of power for minority shareholders in director elections.

The Washington Business Corporation Act also contains a Business Combination provision, a feature that may place a holding duration or super-majority shareholder approval requirement upon shareholders interested in acquiring further shares. While potentially disruptive to shareholders wishing to initiate a takeover or merger, Washington law does provide a Fair Price exception. Structured in this way, Washington provides directors some defense against takeovers but also protects shareholders from two-tiered takeover offers, ensuring that all shareholders receive fair market value for their shares.

Washington law dictates a 67% supermajority approval requirement for the approval of mergers. Coupled with the State’s Business Combination provision, Washington provides minimal levels of control to shareholders when considering any type of merger action.

Under Washington law, shareholders benefit from Majority thresholds requirements with regards to the amending of company bylaws and charters, and director removal. Additionally, the Washington Business Corporation Act lacks any provisions related to Control Share Acquisitions and Other Constituency, ensuring that large shareholders are granted full voting rights and that directors are mindful of their fiduciary duties to shareholders.

QuinStreet, Inc., Source Date: 9/10/2015

Former Senator Bradley has served as a member of our Board of Directors since August 2004. Former Senator Bradley is a managing director of Allen & Company LLC, an investment bank, which he joined in November 2000. From April 2001 to June 2004, Former Senator Bradley also served as chief outside advisor to the nonprofit practice of McKinsey & Company. He served in the U.S. Senate from 1979 to 1997, representing the state of New Jersey, and previously was a professional basketball player with the New York Knicks from 1967 to 1977. Former Senator Bradley currently serves on the boards of directors of Starbucks Coffee Company (NASDAQ: SBUX), where he serves as a member of the nominating and corporate governance committee, and itBit Trust Company, where he serves as chair of the compensation committee, chair of the governance committee, and a member of the audit committee. In the past, he served on the boards of directors of Seagate Technology (NASDAQ: STX) until August 2010 and Willis Group Holdings (NYSE: WSH) until November 2012. Former Senator Bradley holds a B.A. in American History from Princeton University and an M.A. in American History from Oxford University, where he was a Rhodes Scholar. Former Senator Bradley brings insight into governmental affairs which can assist the Company and the Board in evaluating regulatory matters. In addition, with his experience in the investment banking industry and as a director with public-company board experience, Former Senator Bradley brings valuable insight important to the Board in overseeing risk management, strategy, and corporate governance practices. Mr. Huizinga has served as a member of our Board of Directors since April 2015. Mr. Huizinga is senior vice president and chief financial officer of eHealth, Inc. (NASDAQ: EHTH), where he has served since May 2000. Prior to that from 1984 to 2000, Mr. Huizinga was a partner at Arthur Andersen LLP in the firm’s audit business unit, where he also served as a worldwide expert within the firm’s technology practice, primarily in the software and Internet sectors. He is a Certified Public Accountant (inactive) in the State of California. Mr. Huizinga holds a B.S. in Business Administration from San Jose State University. Mr. Huizinga possesses substantial expertise in public company reporting, auditing, and financial accounting. With fifteen years of executive leadership experience at another publicly-held Internet company, Mr. Huizinga brings deep knowledge of the online marketing and e-commerce industry which is valuable to the Board’s oversight of our business, strategy, and operations.

Starbucks Corporation, Source Date: 1/23/2015

William W. Bradley

WILLIAM W. BRADLEY, 71, has been a Starbucks director since June 2003. Since 2000, Senator Bradley has been a Managing Director of Allen & Company LLC, an investment banking firm. From 2001 until 2004, he acted as Chief Outside Advisor to McKinsey & Company’s non-profit practice. In 2000, Senator Bradley was a candidate for the Democratic nomination for President of the United States. He served as a Senior Advisor and Vice Chairman of the International Council of JP Morgan & Co. from 1997 through 1999. During that time, Senator Bradley also worked as an essayist for CBS Evening News, and as a Visiting Professor at Stanford University, the University of Notre Dame and the University of Maryland. Senator Bradley served in the U.S. Senate from 1979 until 1997, representing the State of New Jersey. Prior to serving in the U.S. Senate, he was an Olympic gold medalist in 1964, and from 1967 through 1977 he played professional basketball for the New York Knicks, during which time they won two world championships. Senator Bradley previously served on the Boards of Directors of Seagate Technology and Willis Group Holdings Limited and currently serves on the Board of Directors of QuinStreet, Inc.

DIRECTOR QUALIFICATIONS: Based on over 18 years in the

Corporate Boards Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd STARBUCKS CORPORATION Director Active 06/01/2003 Present 12 Outside n/a n/a 18,000 140,862 (NASD : SBUX) EASTMAN KODAK COMPANY Director Retired 01/01/2001 05/12/2004 3 Outside n/a n/a 0 n/a (NYSE : KODK) Quinstreet Inc Director Retired 08/01/2004 12/31/2015 11 Outside n/a n/a 44,000 342,867 (NASD : QNST) SEAGATE TECHNOLOGY Director Retired 07/01/2003 08/13/2010 7 Outside n/a n/a 0 n/a PUBLIC LIMITED COMPANY (NASD : STX) Willis Towers Watson Lead Retired 02/01/2011 11/01/2012 n/a Outside n/a n/a n/a n/a Public Limited Company Director (NASD : WLTW)

Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd Willis Towers Watson Director Retired 09/18/2002 11/01/2012 10 Outside n/a n/a 0 n/a Public Limited Company (NASD : WLTW)

Board Committees Company Committee Name Status Position To STARBUCKS CORPORATION Corporate Governance Active X Present (NASD : SBUX) and Nominating

Voting Results Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % STARBUCKS CORPORATION 2016 518,279,979 99% 3,722,123 1% (NASD : SBUX)

Director Pay Company Pay Year Cash Fees Stock Option Non-Equity NDQC All Other Total Awards Awards Incentives Pension Pay Director Pay STARBUCKS CORPORATION 2014 n/a 119,946 113,256 n/a n/a n/a 233,202 (NASD : SBUX)

Starbucks Corporation, Source Date: 1/23/2015

Robert M. Gates

ROBERT M. GATES, 71, has been a Starbucks director since May 2012. In October 2013, Secretary Gates was elected to the National Executive Board of the Boy Scouts of America. In May 2014, he was named its National President for a two-year term. Secretary Gates served in numerous roles in the Executive Branch of the U.S. government for nearly half a century, culminating as Secretary of Defense from December 2006 to June 2011. In September 2011, Secretary Gates was named Chancellor of the College of William & Mary. From August 2002 to December 2006, he served as president of Texas A&M University. Secretary Gates has previously been a member of the Board of Directors of several companies, including Brinker International, Inc., NACCO Industries, Inc., Parker Drilling Company and the Board of Independent Trustees of the Fidelity Funds.

DIRECTOR QUALIFICATIONS: Secretary Gates’ extensive career in various leadership roles in the executive branch of government provides the board of directors with invaluable perspective on domestic and international issues and risks affecting Starbucks business throughout the world. The board of directors also benefits from his leadership experience at large institutions that deal with problem solving in which many, often conflicting, public and private cultural, political, economic and other interests are involved. Additionally, his experience as a member of the board of directors of several public companies, including his roles as the chair of audit committees, strengthens the depth of corporate governance and risk assessment knowledge of the board.

Corporate Boards Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd STARBUCKS CORPORATION Director Active 05/01/2012 Present 4 Outside n/a n/a 12,991 12,991 (NASD : SBUX) BRINKER INTERNATIONAL, INC. Director Retired 01/01/2003 12/07/2006 3 Outside n/a n/a 0 n/a (NYSE : EAT) NACCO INDUSTRIES, INC. Director Retired 01/01/1993 12/06/2006 13 Outside n/a n/a 0 n/a (NYSE : NC) PARKER DRILLING COMPANY Director Retired 01/01/2001 12/07/2006 5 Outside n/a n/a 0 n/a (NYSE : PKD)

Board Committees Company Committee Name Status Position To STARBUCKS CORPORATION Corporate Governance Active X Present (NASD : SBUX) and Nominating

Voting Results Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % STARBUCKS CORPORATION 2016 519,654,762 99% 2,354,021 0% (NASD : SBUX)

Director Pay Company Pay Year Cash Fees Stock Option Non-Equity NDQC All Other Total Awards Awards Incentives Pension Pay Director Pay STARBUCKS CORPORATION 2014 n/a 239,973 n/a n/a n/a n/a 239,973 (NASD : SBUX)

Starbucks Corporation, Source Date: 1/23/2015

Howard Schultz

Corporate Boards Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd STARBUCKS CORPORATION Director Active 01/01/1985 Present 31 Inside n/a n/a 19,163,453 23,158,166 (NASD : SBUX) STARBUCKS CORPORATION Executive Active 01/01/1985 Present n/a Inside n/a n/a n/a n/a (NASD : SBUX) STARBUCKS CORPORATION CEO Active 01/01/2008 Present n/a Inside n/a n/a n/a n/a (NASD : SBUX) STARBUCKS CORPORATION Chairman Active 01/01/1985 Present n/a Inside n/a n/a n/a n/a (NASD : SBUX) DREAMWORKS Director Retired 01/01/2004 05/07/2008 4 Outside n/a Has 0 n/a ANIMATION SKG, INC. Failed (NASD : DWA) Standards EBAY INC. Director Retired 01/01/1998 06/26/2003 5 Outside n/a n/a 0 n/a (NASD : EBAY) GROUPON, INC. Director Retired 02/01/2011 04/24/2012 1 Outside n/a n/a 0 n/a (NASD : GRPN) Related

Voting Results Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % STARBUCKS CORPORATION 2016 508,359,270 97% 12,013,370 2% (NASD : SBUX)

Director Pay Company Pay Year Cash Fees Stock Option Non-Equity NDQC All Other Total Awards Awards Incentives Pension Pay Director Pay STARBUCKS CORPORATION n/a n/a n/a n/a n/a n/a n/a n/a

Company Pay Year Cash Fees Stock Option Non-Equity NDQC All Other Total Awards Awards Incentives Pension Pay Director Pay (NASD : SBUX)

Starbucks Corporation, Source Date: 1/23/2015

James G. Shennan, Jr.

JAMES G. SHENNAN, JR., 73, has been a Starbucks director since March 1990. Mr. Shennan served as a General Partner of Trinity Ventures, a venture capital organization, from September 1989 to July 2005, when he became General Partner Emeritus. Prior to joining Trinity Ventures, he served as the Chief Executive of Addison Consultants, Inc., an international marketing services firm, and two of its predecessor companies. Mr. Shennan previously served on the Board of Directors of P.F. Chang’s China Bistro, Inc. until July of 2012.

DIRECTOR QUALIFICATIONS: As a member of our board of directors since 1990, Mr. Shennan brings valuable knowledge of Starbucks culture, operations and development into a worldwide brand to the board of directors. In addition, Mr. Shennan provides the benefits of service on the boards of other publicly traded companies, including food and beverage industry experience and board leadership experience from his service as the lead independent director of P.F. Chang’s China Bistro and extensive knowledge of executive compensation and corporate governance issues. Mr. Shennan also brings to the board brand marketing experience, international distributions and operations experience and finance experience from his roles with Trinity Ventures, Addison Consultants and Procter & Gamble.

Corporate Boards Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd STARBUCKS CORPORATION Director Active 03/01/1990 Present 26 Outside n/a n/a 262,046 364,136 (NASD : SBUX)

Board Committees Company Committee Name Status Position To STARBUCKS CORPORATION Compensation & Active X Present (NASD : SBUX) Management Development STARBUCKS CORPORATION Corporate Governance Active C Present (NASD : SBUX) and Nominating

Voting Results Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % STARBUCKS CORPORATION 2016 509,851,629 97% 12,096,567 2% (NASD : SBUX)

Macy’s, Inc., Source Date: 4/1/2015

CRAIG E. WEATHERUP Current and Past Positions: Former Chief Executive Officer of The Pepsi-Cola Company - Worked with PepsiCo, Inc. for 24 years and served as Chief Executive Officer of its worldwide Pepsi-Cola business and President of PepsiCo.

Age: 69 - Led the initial public offering of The Pepsi Bottling Group, Inc., where he served as Chairman and Chief Executive Officer from March 1999 to January 2003.

Director since: August 1996 Other Current Directorships: Committees: CMD; NCG - Starbucks Corporation

Key Qualifications, Experience and Attributes: Mr. Weatherup has many years of leadership experience and expertise as a former Chief Executive Officer of a global consumer products company with a large and diverse workforce. He has extensive knowledge and experience in brand marketing, distribution, sales and merchandising. In addition, Mr. Weatherup has several years of valuable experience as a public company board member and expertise in finance, risk, executive compensation and governance through his service on board committees.

Starbucks Corporation, Source Date: 1/23/2015

Craig E. Weatherup

CRAIG E. WEATHERUP, 69, has been a Starbucks director since February 1999. Mr. Weatherup worked for PepsiCo, Inc. for 24 years and served as Chief Executive Officer of its worldwide Pepsi-Cola business and President of PepsiCo, Inc., retiring in 1999. He also led the initial public offering of The Pepsi Bottling Group, Inc., where he served as Chairman and Chief Executive Officer from March 1999 to January 2003. Mr. Weatherup also serves on the Board of Directors of Macy’s, Inc.

DIRECTOR QUALIFICATIONS: Through Mr. Weatherup’s public company board experience from his service on the board of directors of Macy’s, as well as his prior senior leadership experience as a chairman and chief executive officer, he is able to bring to the board of directors extensive knowledge in important areas, including finance, leadership, executive compensation, corporate governance, risk assessment and compliance. In addition, Mr. Weatherup brings to the board food and beverage industry experience, as well as brand marketing experience and international distribution and operations experience from his prior role as chief executive officer of a large, global food and beverage business. Mr. Weatherup also possesses valuable knowledge of and insight into Starbucks business and operations from his 15 years of service as a member of our board of directors.

Corporate Boards Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd MACY'S, INC. Director Active 08/01/1996 Present 19 Outside n/a n/a 6,000 92,841 (NYSE : M) STARBUCKS CORPORATION Director Active 02/01/1999 Present 17 Outside n/a n/a 37,503 290,788 (NASD : SBUX) STARBUCKS CORPORATION Lead Active 11/08/2011 Present n/a Outside n/a n/a n/a n/a (NASD : SBUX) Director

Board Committees Company Committee Name Status Position To MACY'S, INC. Compensation & Active X Present (NYSE : M) Management Development MACY'S, INC. Corporate Governance Active X Present (NYSE : M) and Nominating STARBUCKS CORPORATION Audit & Compliance Active X Present

Company Committee Name Status Position To (NASD : SBUX) STARBUCKS CORPORATION Corporate Governance Active X Present (NASD : SBUX) and Nominating

Voting Results Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % MACY'S, INC. 2016 273,843,176 97% 4,656,074 2% (NYSE : M) STARBUCKS CORPORATION 2016 516,613,470 98% 5,359,705 1% (NASD : SBUX)

Director Pay Company Pay Year Cash Fees Stock Option Non-Equity NDQC All Other Total Awards Awards Incentives Pension Pay Director Pay MACY'S, INC. 2015 90,000 139,979 n/a n/a n/a 1,482 231,461 (NYSE : M) STARBUCKS CORPORATION n/a n/a n/a n/a n/a n/a n/a n/a (NASD : SBUX)

Estee Lauder Companies Inc. (The), Source Date: 9/24/2015

MELLODY HOBSON, Director since 2005, Age 46. Ms. Hobson has been the President of Ariel Investments, LLC, a Chicago-based investment management firm and adviser to the mutual funds offered by the Ariel Investment Trust, since 2000, and she is also President and Director of its governing member, Ariel Capital Management Holdings, Inc. In addition, she serves as President and Chairman of the Board of Trustees of the Ariel Investment Trust, a registered investment company. Ms. Hobson is Chairman of the Board of DreamWorks Animation SKG, Inc. and a member of the Board of Directors of Starbucks Corporation. Additionally, within the past five years, she served as a director of Groupon, Inc. Ms. Hobson works with a variety of civic and professional institutions, including serving as Chairman of After School Matters, as a board member of the Chicago Public Education Fund, and as Emeritus Trustee of the Sundance Institute. Ms. Hobson is a member of the Audit Committee.

DreamWorks Animation SKG, Inc., Source Date: 4/15/2015

Mellody Hobson—Chairman of the Board of Directors. Ms. Hobson became Chairman of the Board in October 2012 and has served as a director since October 2004. Ms. Hobson has served as the president of Ariel Investments, LLC, a Chicago-based investment management firm, since 2004. She also has served as president and a director of its sole managing member, Ariel Capital Management Holdings, Inc. since 2000. She is also the president of Ariel Investment Trust, an open-end management investment company, and has served as a trustee since 1993 and as chairman of the board of trustees since 2006. She previously served as senior vice president and director of marketing at Ariel Capital Management, Inc. from 1994 to 2000, and as vice president of marketing at Ariel Capital Management, Inc. from 1991 to 1994. Ms. Hobson is a graduate of Princeton University where she received a Bachelor of Arts from the Woodrow Wilson School of International Relations and Public Policy. Ms. Hobson works with a variety of civil and professional institutions, including serving as Chairman of After School Matters and as a board member of the George Lucas Foundation, the Lucas Cultural Arts Museum, the Chicago Public Education Fund, the Sundance Institute (as emeritus trustee) and is on the executive committee of the Investment Company Institute’s board of governors. She has also served as a director of Estee Lauder and Starbucks since 2004 and 2005, respectively, and previously served on the board of directors of Groupon from June 2011 to May 2014. Ms. Hobson possesses valuable knowledge of corporate governance and similar issues from her service on several public companies’ boards of directors. She also has significant operational and financial expertise as the president of a large investment company.

Starbucks Corporation, Source Date: 1/23/2015

Mellody Hobson

MELLODY HOBSON, 45, has been a Starbucks director since February 2005. Ms. Hobson has served as the President and a Director of Ariel Investments, LLC, a Chicago-based investment management firm since 2000, and as the Chairman since 2006 and a Trustee since 1993 of the mutual funds it manages. She previously served as Senior Vice President and Director of Marketing at Ariel Capital Management, Inc. from 1994 to 2000, and as Vice President of Marketing at Ariel Capital Management, Inc. from 1991 to 1994. Ms. Hobson works with a variety of civic and professional institutions, including serving as a Board Member of the Chicago Public Education Fund and as Chairman of After School Matters, which provides Chicago teens with high quality out-of-school time programs. Ms. Hobson also serves on the Boards of Directors of The Estee Lauder Companies, Inc. and DreamWorks Animation SKG, Inc., where she is Chairman of the Board. Additionally, she is on the Board of Governors of the Investment Company Institute. Ms. Hobson served on the Boar

Corporate Boards Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd DREAMWORKS Director Active 10/01/2004 Present 11 Outside n/a n/a 95,261 99,336 ANIMATION SKG, INC. (NASD : DWA) DREAMWORKS Chairman Active 10/24/2012 Present n/a Outside n/a n/a n/a n/a ANIMATION SKG, INC. (NASD : DWA) STARBUCKS CORPORATION Director Active 02/01/2005 Present 11 Outside n/a n/a 170,967 324,792 (NASD : SBUX) THE ESTEE LAUDER Director Active 01/01/2005 Present 11 Outside n/a n/a 168,500 215,125 COMPANIES INC. (NYSE : EL) GROUPON, INC. Director Retired 01/01/2011 05/20/2014 3 Outside n/a n/a 74,834 74,834

Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd (NASD : GRPN)

Board Committees Company Committee Name Status Position To DREAMWORKS Compensation Active C Present ANIMATION SKG, INC. (NASD : DWA) DREAMWORKS Corporate Governance Active X Present ANIMATION SKG, INC. and Nominating (NASD : DWA) STARBUCKS CORPORATION Audit & Compliance Active C Present (NASD : SBUX) THE ESTEE LAUDER Audit Active X Present COMPANIES INC. (NYSE : EL)

Voting Results Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % STARBUCKS CORPORATION 2016 520,188,206 99% 1,833,992 0% (NASD : SBUX) THE ESTEE LAUDER 2015 1,646,289,286 99% 3,603,199 0% COMPANIES INC. (NYSE : EL) DREAMWORKS 2015 152,453,582 86% 23,267,425 13% ANIMATION SKG, INC. (NASD : DWA)

Director Pay Company Pay Year Cash Fees Stock Option Non-Equity NDQC All Other Total Awards Awards Incentives Pension Pay Director Pay THE ESTEE LAUDER 2015 87,000 72,703 99,978 n/a n/a n/a 259,681 COMPANIES INC. (NYSE : EL) STARBUCKS CORPORATION 2014 n/a 239,973 n/a n/a n/a n/a 239,973 (NASD : SBUX) DREAMWORKS n/a n/a n/a n/a n/a n/a n/a n/a ANIMATION SKG, INC. (NASD : DWA)

Mr. Ullman has been designated a 'flagged director' due to his involvement with the Global Crossing board.

J.C. Penney Company, Inc., Source Date: 3/23/2015

Myron E. Ullman, III, 68 - Director of JCPenney from 2004-2012, and since 2013.

Business Experience: Chairman of the Board from 2004 to 2012 and Chief Executive Officer of JCPenney from 2004 to November 2011, and since 2013; Directeur General, Group Managing Director, LVMH Moët Hennessy Louis Vuitton (luxury goods manufacturer/retailer) from 1999 to 2002; President of LVMH Selective Retail Group from 1998 to 1999; Chairman of the Board and Chief Executive Officer, DFS Group Ltd. (luxury retailer) from 1995 to 1998; Chairman of the Board and Chief Executive Officer of R. H. Macy & Company, Inc. from 1992 to 1995; Director of Polo Ralph Lauren Corporation from 2004 to 2006; Director of Pzena Investment Management, Inc. from 2007 to 2008; Director of Saks Incorporated from February 2013 to April 2013; Director of Starbucks Corporation; Director of the Retail Industry Leaders Association (RILA); Director of the National Retail Federation; Trustee of the Committee for Economic Development; Chairman of Mercy Ships International.

Mr. Ullman has extensive experience in the retail industry, including executive and board experience with major U.S. and international retailers. He also brings insights and perspectives from positions he has held in the technology and real estate industries and the public sector. Mr. Ullman’s experiences as Chairman, CEO and President of various entities during his career provide him with insight into the challenges inherent in managing a complex organization and holding members of management accountable for their own performance and the performance of the organization. He also currently serves on the board of another publicly-traded company.

Starbucks Corporation, Source Date: 1/23/2015

Myron E. Ullman, III

MYRON E. ULLMAN, III, 68, has been a Starbucks director since January 2003. Mr. Ullman has served as Chief Executive Officer and a member of the Board of Directors of J.C. Penney Company, Inc., a chain of retail department stores, since April 2013. Mr. Ullman previously served as Executive Chairman of J.C. Penney Company, Inc., from November 2011 to January 2012, and as the Chairman of the Board of Directors and Chief Executive Officer from December 2004 to November 2011. Mr. Ullman served as Directeur General, Group Managing Director of LVMH Möet Hennessy Louis Vuitton, a luxury goods manufacturer and retailer, from July 1999 to January 2002. From January 1995 to June 1999, he served as Chairman and Chief Executive Officer of DFS Group Limited, a retailer of luxury branded merchandise. From 1992 to 1995, Mr. Ullman served as Chairman and Chief Executive Officer of R.H. Macy & Co., Inc. Mr. Ullman previously served on the Boards of Directors for Ralph Lauren Corporation, Taubman Centers, Saks, Inc. and Pzena Investment Management, Inc. He served as the Chairman of the Federal Reserve Bank of Dallas through the end of 2013.

DIRECTOR QUALIFICATIONS: Through Mr. Ullman’s senior leadership and public company board experience with U.S. and international retailers, he brings to the board of directors extensive knowledge in important areas, including leadership of global businesses, finance, executive compensation, risk assessment and compliance. He also brings to the board brand marketing experience and international distribution and operations experience from his roles at major U.S. and international retailers, as well as insights and perspectives from positions he has held in the technology and real estate industries and the public sector. Mr. Ullman’s experiences as chairman and chief executive officer of various entities during his career provide the board of directors with insight into the challenges inherent in managing a complex organization.

Corporate Boards Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd J. C. PENNEY COMPANY, INC. Director Active 04/08/2013 Present 3 Inside n/a n/a 123,291 2,198,698 (NYSE : JCP) J. C. PENNEY COMPANY, INC. Executive Active 04/08/2013 Present n/a Inside n/a n/a n/a n/a (NYSE : JCP) J. C. PENNEY COMPANY, INC. Chairman Active 08/01/2015 Present n/a Inside n/a n/a n/a n/a (NYSE : JCP) STARBUCKS CORPORATION Director Active 01/01/2003 Present 13 Outside n/a n/a 7,000 260,285 (NASD : SBUX) J. C. PENNEY COMPANY, INC. CEO Retired 04/08/2013 08/01/2015 n/a Inside n/a n/a n/a n/a (NYSE : JCP)

Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd PZENA INVESTMENT Director Retired n/a 12/11/2008 0 Outside n/a n/a 0 n/a MANAGEMENT, INC. (NYSE : PZN) RALPH LAUREN CORPORATION Director Retired 01/01/2004 02/14/2006 2 Outside n/a n/a 0 n/a (NYSE : RL) STARBUCKS CORPORATION Lead Retired 03/19/2008 03/21/2012 n/a Outside n/a n/a n/a n/a (NASD : SBUX) Director

Board Committees Company Committee Name Status Position To STARBUCKS CORPORATION Compensation & Active C Present (NASD : SBUX) Management Development

Voting Results Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % J. C. PENNEY COMPANY, INC. 2016 143,365,475 98% 2,247,660 1% (NYSE : JCP) STARBUCKS CORPORATION 2016 511,292,890 97% 10,602,622 2% (NASD : SBUX)

Director Pay Company Pay Year Cash Fees Stock Option Non-Equity NDQC All Other Total Awards Awards Incentives Pension Pay Director Pay STARBUCKS CORPORATION 2014 n/a n/a 226,587 n/a n/a n/a 226,587 (NASD : SBUX) J. C. PENNEY COMPANY, INC. n/a n/a n/a n/a n/a n/a n/a n/a (NYSE : JCP)

Starbucks Corporation, Source Date: 1/23/2015

Olden Lee

OLDEN LEE, 73, has been a Starbucks director since June 2003. Mr. Lee also served as our interim executive vice president, Partner Resources from April 2009 to March 2010. Mr. Lee previously worked with PepsiCo, Inc., a global food, snack and beverage company, for 28 years in a variety of positions, including serving as Senior Vice President of human resources of its Taco Bell division and Senior Vice President and Chief Personnel Officer of its KFC division. Mr. Lee retired from PepsiCo in 1998. Since 1998, Mr. Lee has served as Principal of Lee Management Consulting, a management consulting firm he founded. Mr. Lee previously served on the Board of Directors of TLC Vision Corporation. He currently serves on the National Board of Advisors of Eller College of Management at the University of Arizona.

DIRECTOR QUALIFICATIONS: Through his prior experience as a senior human resources executive of a large, global food, snack and beverage company, Mr. Lee brings to the board experience in managing a complex international workforce in the food and beverage industry, as well as senior leadership experience. From this experience as well as his public company board experience, Mr. Lee offers the board of directors a unique perspective and insight into a number of important areas, including leadership, executive compensation, risk assessment, compliance and corporate governance. Mr. Lee also has significant experience in dealing with international operational and management issues.

Board Committees Company Committee Name Status Position To STARBUCKS CORPORATION Compensation & Active X Present (NASD : SBUX) Management Development

Voting Results Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % STARBUCKS CORPORATION 2016 513,249,810 98% 8,707,890 0% (NASD : SBUX)

J.C. Penney Company, Inc., Source Date: 3/23/2015

Javier G. Teruel, 64 - Director of the Company since 2008.

Business Experience: Partner of Spectron Desarrollo, SC (an investment management and consulting firm); Chairman of Alta Growth Capital (private equity); Retired Vice Chairman (2004 to 2007) of Colgate-Palmolive Company (consumer products), with which he served in positions of increasing importance since 1971, including as Executive Vice President responsible for Asia, Central Europe, Africa and Hill’s Pet Nutrition, Vice President of Body Care in Global Business Development in New York, President and General Manager of Colgate-Mexico, President of Colgate-Europe, and Chief Growth Officer responsible for the company’s growth functions; Director of The Pepsi Bottling Group, Inc. from 2007 to 2010; Director of Starbucks Corporation; Director of Nielsen N.V.

Mr. Teruel has extensive executive experience in the consumer products industry. He brings to the JCPenney Board considerable product development, merchandising and marketing skills and perspectives. His broad international experience also provides unique insights relevant to the Company’s product sourcing initiatives. Mr. Teruel brings the benefits of service on the boards of other publicly-traded companies to the JCPenney Board, including financial expertise resulting from his service as the former chair of the audit committee of one of the boards.

Starbucks Corporation, Source Date: 1/23/2015

Javier G. Teruel

JAVIER G. TERUEL, 64, has been a Starbucks director since September 2005. Mr. Teruel served as Vice Chairman of Colgate-Palmolive Company, a consumer products company, from July 2004 to April 2007, when he retired. Prior to being appointed Vice Chairman, Mr. Teruel served as Colgate- Palmolive’s Executive Vice President responsible for Asia, Central Europe, Africa and Hill’s Pet Nutrition. After joining Colgate in Mexico in 1971, Mr. Teruel served as Vice President of Body Care in Global Business Development in New York and President and General Manager of Colgate-Mexico. He also served as President of Colgate-Europe, and as Chief Growth Officer responsible for the company’s growth functions. Mr. Teruel currently serves as a Partner of Spectron Desarrollo, SC, an impact investment and consulting firm and as Chairman of Alta Growth Capital, a private equity firm. He previously served on the Boards of Directors of The Pepsi Bottling Group, Inc. and Corporaciòn Geo S.A.B. de C.V. He currently serves on the Boards of Directors of J.C. Penney Company, Inc. and the Nielsen Company B.V.

DIRECTOR QUALIFICATIONS: Mr. Teruel brings to the board extensive brand marketing experience and international distribution and operations experience from his various executive roles at a large, multinational consumer products company, including considerable product development, merchandising and marketing skills and perspectives. His international background provides unique insights relevant to Starbucks strategy, operations and business as a global company. Through his senior leadership and public company board experience, Mr. Teruel also possesses extensive knowledge in a number of important areas, including leadership, finance and risk assessment.

Nielsen Holdings plc, Source Date: 4/14/2014

Mr. Teruel has been a director of Nielsen since the IPO. Mr. Teruel has also served as a member of the Supervisory Board of TNC B.V. since August 13, 2010. He is a Partner of Spectron Desarrollo, SC, an investment management and consulting firm and Chairman of Alta Growth Capital, a private equity firm; Retired Vice Chairman (2004 to 2007) of Colgate-Palmolive Company (consumer products), with which he served in positions of increasing importance since 1971, including as Executive Vice President responsible for Asia, Central Europe, Africa and Hill’s Pet Nutrition, as Vice President of Body Care in Global Business Development in New York, as President and General Manager of Colgate

Corporate Boards Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd J. C. PENNEY COMPANY, INC. Director Active 01/01/2008 Present 8 Outside n/a n/a 254,217 321,278 (NYSE : JCP) NIELSEN HOLDINGS PLC Director Active 01/01/2011 Present 5 Outside n/a n/a 10,591 44,763 (NYSE : NLSN) STARBUCKS CORPORATION Director Active 09/01/2005 Present 10 Outside n/a n/a 26,162 299,586 (NASD : SBUX)

Board Committees Company Committee Name Status Position To J. C. PENNEY COMPANY, INC. Audit Active X Present (NYSE : JCP) NIELSEN HOLDINGS PLC Audit Active X Present (NYSE : NLSN) NIELSEN HOLDINGS PLC Compensation Active C Present (NYSE : NLSN) STARBUCKS CORPORATION Audit & Compliance Active X Present (NASD : SBUX) STARBUCKS CORPORATION Compensation & Active X Present (NASD : SBUX) Management Development

Voting Results Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % J. C. PENNEY COMPANY, INC. 2016 141,684,314 96% 3,751,765 3% (NYSE : JCP) STARBUCKS CORPORATION 2016 515,210,803 98% 6,742,203 1% (NASD : SBUX) NIELSEN HOLDINGS PLC 2014 317,824,436 98% 3,138,151 1% (NYSE : NLSN)

Director Pay Company Pay Year Cash Fees Stock Option Non-Equity NDQC All Other Total Awards Awards Incentives Pension Pay Director Pay J. C. PENNEY COMPANY, INC. 2015 14 234,986 n/a n/a n/a n/a 235,000 (NYSE : JCP) STARBUCKS CORPORATION 2014 n/a 239,973 n/a n/a n/a n/a 239,973 (NASD : SBUX) NIELSEN HOLDINGS PLC 2013 n/a 210,500 n/a n/a n/a n/a 210,500 (NYSE : NLSN)

Ulta Salon, Cosmetics & Fragrance, Inc., Source Date: 4/22/2015

Ms. Dillon has been our Chief Executive Officer since July 2013. Prior to joining Ulta, she served as President and Chief Executive Officer and a member of the board of directors of United States Cellular Corporation (U.S. Cellular) beginning in June 2010. Prior to joining U.S. Cellular, Ms. Dillon served as Global Chief Marketing Officer and Executive Vice President of McDonalds Corporation from 2005 to 2010, where she led the companys worldwide marketing efforts and global brand strategy. Prior to joining McDonalds, Ms. Dillon held several positions of increasing responsibility at PepsiCo Corporation, including as President of the Quaker Foods division from 2004 to 2005 and as Vice President of Marketing for Gatorade and Quaker Foods from 2002 to 2004. Ms. Dillon previously served as a director of Target Corporation from 2007 to 2013 and as a member of its compensation committee from 2009 to 2013. As the Chief Executive Officer of the Company, Ms. Dillon is able to provide the Board with valuable insight regarding the Companys operations, its management team and associates as a result of her day-to-day involvement in the operations of the business. Additionally, the Board benefits from Ms. Dillons demonstrated leadership skills and the extensive senior management and executive operational experience she has acquired in various businesses across the retail industry. With 30 years of experience with consumer-driven businesses, Ms. Dillon lends her extensive operational and marketing expertise to the Board, as well as her insights into the management of complex organizations, and she contributes an understanding of operational and marketing strategy in todays challenging environment.

Corporate Boards Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd STARBUCKS CORPORATION Director Active 01/04/2016 Present 0 Outside n/a n/a 0 n/a (NASD : SBUX) TELEPHONE AND Executive Active n/a Present n/a Inside n/a n/a n/a n/a DATA SYSTEMS, INC. (NYSE : TDS) ULTA SALON, COSMETICS Director Active 07/01/2013 Present 2 Inside n/a n/a 16,636 44,540 & FRAGRANCE, INC. (NASD : ULTA) ULTA SALON, COSMETICS Executive Active 07/01/2013 Present n/a Inside n/a n/a n/a n/a & FRAGRANCE, INC. (NASD : ULTA) ULTA SALON, COSMETICS CEO Active 07/01/2013 Present n/a Inside n/a n/a n/a n/a & FRAGRANCE, INC. (NASD : ULTA) UNITED STATES Executive Active 06/01/2010 06/21/2013 n/a Inside n/a n/a n/a n/a CELLULAR CORPORATION (NYSE : USM) TARGET CORPORATION Director Retired 01/01/2007 06/24/2013 6 Outside n/a n/a 0 n/a (NYSE : TGT) UNITED STATES CEO Retired 06/01/2010 06/21/2013 n/a Inside n/a n/a n/a n/a CELLULAR CORPORATION (NYSE : USM) UNITED STATES Director Retired 06/01/2010 06/21/2013 3 Inside n/a n/a 0 n/a CELLULAR CORPORATION (NYSE : USM)

Board Committees Company Committee Name Status Position To STARBUCKS CORPORATION Compensation & Active X Present (NASD : SBUX) Management Development

Director Pay Company Pay Year Cash Fees Stock Option Non-Equity NDQC All Other Total Awards Awards Incentives Pension Pay Director Pay STARBUCKS CORPORATION n/a n/a n/a n/a n/a n/a n/a n/a (NASD : SBUX) ULTA SALON, COSMETICS n/a n/a n/a n/a n/a n/a n/a n/a & FRAGRANCE, INC. (NASD : ULTA)

Starbucks Corporation, Source Date: 1/23/2015

Kevin R. Johnson

KEVIN R. JOHNSON, 54, was appointed as our president and chief operating officer by our board of directors in January 2015 and has been a Starbucks director since March 2009. Mr. Johnson served as Chief Executive Officer of Juniper Networks, Inc., a leading provider of high-performance networking products and services, from September 2008 to December 2013. He also served on the Board of Directors of Juniper Networks from September 2008 through February 2014. Prior to joining Juniper Networks, Mr. Johnson served as President, Platforms and Services Division for Microsoft Corporation, a worldwide provider of software, services and solutions. Mr. Johnson was a member of Microsoft’s Senior Leadership Team and held a number of senior executive positions over the course of his 16 years at Microsoft. Prior to joining Microsoft in 1992, Mr. Johnson worked in International Business Machine Corp.’s systems integration and consulting business. He also serves on the Board of Directors of Auction.com.

DIRECTOR QUALIFICATIONS: Mr. Johnson has extensive experience in the technology industry and is able to provide the board of directors with his unique insights into platforms for global integration of information systems as well as the use of technology in our brand marketing and media and communications efforts. Through his various senior leadership positions, including his experience as Chief Executive Officer of Juniper Networks and extensive senior executive experience with a large, multinational company, Mr. Johnson also has experience with the challenges inherent in managing a complex organization, leading global businesses focused on both consumer and business needs and utilizing technology to drive business productivity and experience.

Corporate Boards Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd JUNIPER NETWORKS, INC. Executive Active 09/08/2008 02/28/2014 n/a Inside n/a n/a n/a n/a (NYSE : JNPR) STARBUCKS CORPORATION Director Active 03/18/2009 Present 7 Inside n/a n/a 32,322 44,017 (NASD : SBUX) STARBUCKS CORPORATION Executive Active 03/18/2009 Present n/a Inside n/a n/a n/a n/a (NASD : SBUX) JUNIPER NETWORKS, INC. CEO Retired 09/08/2008 n/a n/a Inside n/a n/a n/a n/a (NYSE : JNPR) JUNIPER NETWORKS, INC. Director Retired 09/08/2008 02/28/2014 5 Inside n/a n/a 0 n/a (NYSE : JNPR)

Voting Results Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % STARBUCKS CORPORATION 2016 519,636,939 99% 2,343,947 0% (NASD : SBUX)

FedEx Corporation, Source Date: 8/17/2015

Mr. Ramo is Vice Chairman, Co-Chief Executive Officer, Kissinger Associates, Inc., a strategic advisory firm, (he has been Vice Chairman since 2011 and Co-Chief Executive Officer since July 1, 2015). He served as Managing Director of Kissinger Associates from 2006 to 2011. Prior to joining Kissinger Associates, he was Managing Partner of JL Thornton & Co., LLC, a consulting firm. Before that, he worked as a journalist and served as Senior Editor, Foreign Editor and then Assistant Managing Editor of TIME Magazine from 1995 to 2003.

Starbucks Corporation, Source Date: 1/23/2015

Joshua Cooper Ramo

JOSHUA COOPER RAMO, 46, has been a Starbucks director since May 2011. Mr. Ramo is Vice Chairman of Kissinger Associates, a strategic advisory firm where he has been employed since 2005. He was previously the Managing Partner and a senior advisor for the Office of John L. Thornton, a corporate advisory specialist and an advisor to Goldman Sachs, from 2003 to 2005. Mr. Ramo spent his early career as a journalist, most recently with TIME magazine, from 1996 to 2003 serving as Senior Editor and Foreign Editor. He is a leading China scholar and has written several papers on China’s development that have been distributed in China and abroad. In 2008, Mr. Ramo served as China Analyst for NBC during the Summer Olympics in Beijing. He is the author of the New York Times best-selling book, The Age of the Unthinkable. Mr. Ramo has been a term member of the Council on Foreign Relations, Asia 21 Leaders Program, World Economic Forum’s Young Global Leaders and Global Leaders for Tomorrow, and co-founder of the U.S. - China Young Leaders Forum. He also serves on the Board of Directors and Audit Committee of FedEx Corporation.

DIRECTOR QUALIFICATIONS: Mr. Ramo’s broad international experience provides the board of directors with his unique insights related to Starbucks strategy, operations and business as a global company. Mr. Ramo brings to the board significant domestic and international public policy experience and media and communications experience from his career as a journalist and author and service with several international non-governmental organizations as well as public company board experience. Mr. Ramo has extensive knowledge in a number of important areas, including innovative problem-solving related to global risks and opportunities, particularly with regard to China.

Corporate Boards Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd FEDEX CORPORATION Director Active 09/26/2011 Present 4 Outside n/a n/a 4,360 4,360 (NYSE : FDX) STARBUCKS CORPORATION Director Active 05/03/2011 Present 5 Outside n/a n/a 13,385 43,385 (NASD : SBUX)

Board Committees Company Committee Name Status Position To FEDEX CORPORATION Audit Active X Present (NYSE : FDX) STARBUCKS CORPORATION Audit & Compliance Active X Present (NASD : SBUX) STARBUCKS CORPORATION Corporate Governance Active X Present (NASD : SBUX) and Nominating

Voting Results Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % STARBUCKS CORPORATION 2016 519,803,510 99% 2,153,847 0% (NASD : SBUX) FEDEX CORPORATION 2015 223,251,784 98% 1,934,828 2%

Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % (NYSE : FDX)

Director Pay Company Pay Year Cash Fees Stock Option Non-Equity NDQC All Other Total Awards Awards Incentives Pension Pay Director Pay FEDEX CORPORATION 2015 111,000 n/a 144,983 n/a n/a n/a 255,983 (NYSE : FDX) STARBUCKS CORPORATION 2014 n/a 239,973 n/a n/a n/a n/a 239,973 (NASD : SBUX)

Starbucks Corporation, Source Date: 1/23/2015

Clara Shih

CLARA SHIH, 33, has been a Starbucks director since December 2011. Ms. Shih is Chief Executive Officer and a Board Member of Hearsay Social, Inc., an enterprise software company serving Fortune 500 brands that she co-founded in August 2009. From June 2006 to June 2009, she served as Product Management Director, AppExchange of salesforce.com, inc., an enterprise software company. From 2004 to 2006, she served as Associate, Strategy and Business Operations for Google, Inc. Previously, Ms. Shih was a software engineer at Microsoft Corporation. Ms. Shih, the creator of the first business application on Facebook, is the author of The Facebook Era, a marketing textbook at Harvard Business School. In 2011, she was named one of Businessweek’s Top Young Entrepreneurs, one of Fortune’s Most Powerful Women Entrepreneurs and one of CNN Money’s “40 under 40: Ones to Watch.”

DIRECTOR QUALIFICATIONS: Ms. Shih brings to the board digital and social media expertise, brand marketing, innovation and entrepreneurial experience from her position with Hearsay Social, as well as her prior experience at other technology companies. She provides unique insights to Starbucks related to technology innovation and growth of business on social networking sites across marketing, sales, customer service, recruiting and R&D functions.

Corporate Boards Company Position Status From To Tenure Indenp Designa Attenda Shares Shares endence ted nce Held Rprtd STARBUCKS CORPORATION Director Active 12/14/2011 Present 4 Outside n/a n/a 9,856 13,204 (NASD : SBUX)

Voting Results Company Proxy Year Votes For Votes For % Votes No/Wthld Votes No/Wthld % STARBUCKS CORPORATION 2016 514,657,809 98% 7,349,465 1% (NASD : SBUX)

Director Pay Company Pay Year Cash Fees Stock Option Non-Equity NDQC All Other Total Awards Awards Incentives Pension Pay Director Pay STARBUCKS CORPORATION 2014 120,000 119,946 n/a n/a n/a n/a 239,946 (NASD : SBUX)

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Industry: Restaurants Country Inc: United States Last Data Update: May 26, 2016 Market Cap: USD 80,012.8mm (Large Cap) Home Market: United States Last Rating Change: Jan 14, 2015

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