ADT 2009 Annual Report Download - page 123

9/04 9/05 9/06 9/07 9/08 9/09
Tyco International Ltd. .................... $100.00 $ 91.99 $ 93.46 $ 95.90 $ 78.96 $ 76.13
S&P 500 Industrials Index .................. 100.00 112.25 124.36 144.81 117.51 103.92
S&P Industrials .......................... 100.00 113.03 122.46 148.13 125.68 115.62
Dow Jones U.S. Industrials Index ............. 100.00 102.38 109.69 136.03 91.68 72.92
Equity Compensation Plan Information
The following table provides information as of September 25, 2009 with respect to Tyco’s common
shares issuable under its equity compensation plans:
Equity Compensation Plan
Number of securities
remaining available for future
Number of securities issuance under equity
to be issued upon Weighted-average compensation plans
exercise of outstanding exercise price of (excluding securities reflected
options outstanding options in column (a))
Plan Category (a) (b) (c)
Equity compensation plans approved
by security holders:
2004 Stock and Incentive Plan(1) . . 22,747,724 $43.99 26,477,465
LTIP Plan(2) ................. 4,223,461 36.71 —
ESPP(3) .................... — — 2,919,845
26,971,185 29,397,310
Equity compensation plans not
approved by security holders:
LTIP II Plan(4) ............... 4,943,610 $53.78 —
SAYE(5) .................... 375,906 32.82 7,024,865
5,319,516 7,024,865
Total ...................... 32,290,701 36,422,175
(1) The Tyco International Ltd. 2004 Stock and Incentive Plan provides for the award of stock options, restricted shares and
other equity and equity-based awards to Board members, officers and non-officer employees. Amount shown under shares
outstanding includes 200,358 deferred stock unit (‘‘DSU’’) grants and dividend equivalents earned on each DSU account,
17,393,133 shares to be issued upon exercise of options, 3,736,710 restricted stock units and 1,417,523 performance share
units representing target payout. There are currently no restricted share awards outstanding under this plan. Amount shown
under shares available reflects the aggregate shares available under Tyco International Ltd. Long Term Incentive Plan
(‘‘LTIP’’), LTIP II and the 2004 Stock and Incentive Plan. Shares available under LTIP and LTIP II in March 2004 were
rolled into the 2004 Stock and Incentive Plan as of the inception of the Plan.
(2) The LTIP allows for the grant of stock options and other equity or equity-based grants to Board members, officers and
non-officer employees. Amount shown includes 3,356,003 shares to be issued upon exercise of options, and 867,458 DSU
grants and dividend equivalents earned on each DSU account. Of the 3.3 million shares, 83,208 are outstanding stock
options assumed in connection with acquisitions at a weighted-average exercise price of $127.03. No additional options may
be granted under those assumed plans. Effective as of inception of the 2004 Stock and Incentive Plan, no additional grants
may be made under the LTIP or the LTIP II.
(3) This table includes 2,919,845 shares available for future issuance under the Tyco Employee Stock Purchase Plan (‘‘ESPP’’),
which represents the number of remaining shares registered for issuance under this plan. All of the shares delivered to
participants under the ESPP were purchased in the open market. The ESPP was suspended indefinitely during the fourth
quarter of 2009.
(4) Under the terms of the 2004 Stock and Incentive Plan adopted in March 2004, no additional options, equity or equity-based
grants will be made to Board members, officers and non-officer employees under the LTIP or the LTIP II. LTIP II allowed
for the grant of stock options and other equity or equity-based grants to employees who are not officers of Tyco. Under this
plan, non-officer employees or former employees of Tyco or a subsidiary could receive: (i) options to purchase Tyco
2009 Financials 31