ADT 2006 Annual Report Download - page 34

Mr. McCall, 18,951; Mr. McDonald, 18,951; Dr. O’Neill, 18,951; Ms. Wijnberg, 18,951; and
Mr. York, 18,951. Distribution of the DSUs will occur upon (i) the termination of the individual
from the Company or the Company’s Board of Directors (other than for cause) or (ii) a change in
control of the Company. Upon such termination or change in control, as the case may be, the
Company will issue the number of Tyco common shares equal to the aggregate number of vested
DSUs credited to the individual, including DSUs received through the accrual of dividend
equivalents.
(4) Includes the maximum number of shares these individuals can acquire beneficial ownership upon
the exercise of stock options that are currently vested or will vest before December 1, 2006 as
follows: Admiral Blair, 20,000; Mr. Breen, 7,150,000; Mr. Coughlin, 116,668; Mr. Gordon, 20,000;
Dr. Gromer, 2,365,309; Mr. Krol, 24,110; Mr. Lynch, 343,334; Mr. Lytton, 915,001; Mr. McCall,
20,000; Mr. McDonald, 20,000; Dr. O’Neill, 20,000; Ms. Wijnberg, 20,000; and Mr. York, 20,000.
(5) Includes 4,000 shares owned by Mr. Gupta’s spouse.
(6) Includes 9,700 shares held indirectly as to which voting and/or investment power is shared with or
controlled by another person and as to which voting beneficial ownership is not disclaimed.
The following table sets forth the information indicated for persons or groups known to the
Company to be beneficial owners of more than 5% of the outstanding common shares.
Number of Percentage of Common
Common Shares Stock Outstanding on
Name and Address of Beneficial Owner Beneficially Owned September 29, 2006
Davis Selected Advisers LP(1) ......................... 123,511,482 5.89%
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
Capital Research and Management Company(2) ............ 209,517,980 10.3%
333 South Hope Street
Los Angeles, CA 90071
(1) The amount shown for the number of common shares over which Davis Selected Advisers LP
(‘‘Davis’’) exercised investment discretion and the following information was provided by Davis
pursuant to a Form 13F dated November 30, 2006, for the quarter ended September 30, 2006.
Separately, Davis reported the number of common shares beneficially owned as of December 31,
2005, on its Schedule 13G/A dated February 15, 2006, as 5,793,774 representing 5.06% of the
Company’s common shares outstanding. Because the number of shares reported on the
Schedule 13G/A does not represent the reported percentage of ownership in the Company’s
common stock, the company has applied Regulation S-K Item 403, Instruction 3, in determining
the number of common shares beneficially owned.
(2) The amount shown for the number of common shares beneficially owned and the following
information was provided by Capital Research and Management Company pursuant to a
Schedule 13G/A dated February 10, 2006, indicating beneficial ownership as of January 31, 2006.
Capital Research and Management Company is an investment advisor registered under Section 203
of the Investment Advisor Act of 1940 and has indicated that it has sole dispositive power with
respect to the 209,517,980 common shares as a result of acting as an investment advisor to various
investment companies. The amount indicated includes 3,908,480 common shares resulting from the
assumed conversion of $85,000,000 principal amount of the Tyco International Group S.A. 3.125%
Series B Senior Convertible Debentures due 2023 held by Capital Research and Management
Company.
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