ADT 2010 Annual Report Download - page 256

SUPPLEMENTAL DISCLOSURES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
value of RSUs is computed by multiplying the total number of shares subject to the award by the
closing market price of Tyco common stock on the date of grant. RSUs granted to Board members
generally vest on the anniversary of the grant date. The interim RSUs granted to Mr. York in
October 2009 were modified to allow for immediate vesting upon his retirement from the Board in
March 2010.
(3) For fiscal 2009, the Directors received an annual equity grant worth approximately $120,000.
Director Yost received an annual grant worth approximately $120,000 of RSUs of the Company
when he joined the Board in March 2009. For fiscal 2009, this column reflects the fair value of the
entire amount of awards granted to Directors in fiscal 2009 calculated in accordance with Financial
Accounting Standards Board ASC Topic 718, excluding the estimated forfeitures. Each DSU and
all prior DSUs are fully vested when they are granted, meaning that they are not subject to
forfeiture (except in the case of dismissal for cause), but do not carry voting rights until they are
actually issued. However, the shares are not actually issued to the Director until the earlier of
(a) retirement from the Board, (b) 2017 (as required under recent U.S. tax law changes), or
(c) change-in-control of the Company.
(4) All other compensation includes the aggregate value of all matching charitable contributions made
by the Company on behalf of the Director during the fiscal year. The Company matches the
contributions of Directors made to qualifying charities up to a maximum of $10,000 per calendar
year. For Mr. Gupta, two matching charitable contributions were made in the same fiscal year, but
different calendar years. In addition, all other compensation includes the value of the discount on
home security systems installed by the Company in Directors’ homes and discounts on security
monitoring services. These discounts did not exceed $356 and $317 for any Director in fiscal 2010
and 2009, respectively. For Mr. Daniels, all other compensation includes $40,000 of fees paid to
him in fiscal 2010 prior to his election at the Annual General Meeting. The Company invited
Mr. Daniels to observe certain Board meetings prior to his election in March 2010 and agreed to
pay fees in connection therewith.
The following table sets forth information regarding the compensation of the Company’s executive
board, as determined by the Board of Directors and reflected in the Commercial Register for the
Canton of Schaffhausen. These individuals consist of Edward D. Breen, the Chairman and Chief
Executive Officer; Christopher J. Coughlin, the Executive Vice President and Chief Financial Officer;
Judith A. Reinsdorf, the Executive Vice President and General Counsel; Carol Anthony Davidson, the
Senior Vice President, Controller and Chief Accounting Officer, and Arun Nayar, the Senior Vice
President and Treasurer. Salary and bonus include amounts that may be deferred at the named
executive officer’s election.
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