ADT 2005 Annual Report Download - page 45

of underlying shares was calculated based on 36 months of historical Tyco share price movement
and the dividend payments.
(6) On March 7, 2005, Mr. FitzPatrick voluntarily retired as Executive Vice President and Chief
Financial Officer of the Company and subsequently served as Special Advisor to the Chairman and
Chief Executive Officer until December 31, 2005. Mr. FitzPatrick did not receive any equity-based
compensation awards during fiscal 2005.
Aggregated Option Exercises in Last Fiscal Year and Fiscal Year-End Option Values
Shown below is information with respect to aggregate option exercises by the Named Officers in
the fiscal year ended September 30, 2005 and with respect to unexercised stock options held by them at
September 30, 2005.
No. of Securities
Underlying Value of Unexercised,
Number of Unexercised Options at In-the-Money Options
Shares Fiscal Year End Held at Fiscal Year End(1)
Acquired Value
Name On Exercise Realized Exercisable Unexercisable Exercisable Unexercisable
Edward D. Breen ............. — — 5,950,000 2,600,000 $102,350,000 $28,480,000
William B. Lytton ............. — — 748,334 416,666 $ 9,343,250 —
Juergen Gromer .............. — — 2,490,308 583,333 $ 4,852,100 $ 2,029,500
Richard Meelia .............. — — 2,547,608 533,333 $ 7,460,700 $ 2,029,500
Thomas Lynch ............... — — 138,334 476,666 — —
David FitzPatrick ............. — — 1,741,667 183,333 $ 19,074,000 —
(1) Based on the price of $27.80, which is the average of the high and low prices of Tyco common
shares on the NYSE on September 30, 2005.
Retirement Plans
Messrs. Breen, Lytton, Dr. Gromer and Messrs. Meelia and FitzPatrick participate in defined
benefit retirement plans (‘‘pension plans’’) maintained by Tyco or a subsidiary, as described below.
Mr. Lynch does not participate in these plans, but does participate in the Tyco International (US) Inc.
Supplemental Savings and Retirement Plan, as discussed below.
As part of his employment agreement, Mr. Breen is provided with a Supplemental Retirement
Benefit. Commencing at age 60, or upon his retirement if after age 60, Mr. Breen will receive a
monthly annuity based upon 50% of the highest average of the sum of his monthly base salary and
actual annual bonus (spread equally over the bonus period for which it is paid) from Tyco during any
consecutive 36-month period within the 60-month period prior to his termination. This monthly annuity
is offset by any benefits provided under a defined benefit plan maintained by any prior employer and
his benefits attributable to the company match under Tyco’s 401(k) and supplemental defined
contribution plans, increased at a specified interest rate. One-half of the monthly amount will continue
to his surviving spouse in the event of his death. Mr. Breen’s normal retirement date is at age 60.
Retirement benefits are available at an earlier age but would be reduced by 0.25% for each month or
partial month that he commences payment of the benefit prior to age 60 and an additional 0.25% each
month or partial month prior to age 60 if his termination of employment is without good reason or for
cause (as such terms are defined in his employment agreement). Subject to certain limitations,
Mr. Breen may elect to receive the actuarial equivalent of his annuity in the form of a lump sum
payment or installments. The following table shows the estimated annualized benefits payable under the
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