ADT 2011 Annual Report Download - page 302

TYCO INTERNATIONAL LTD.
NOTES TO THE FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2011
(Continued)
12. REMUNERATION OF THE BOARD OF DIRECTORS AND THE GROUP EXECUTIVES FOR 2011
(Continued)
d) Security Ownership of Certain Beneficial Owners and Management
The following table sets forth the number of shares of common stock beneficially owned as of October
31, 2011 by each current Director, the Company’s executive board, as determined by the Board of
Directors and reflected in the Commercial Register for the Canton of Schaffhausen.
Number of
Common Shares
Beneficially Percentage
Beneficial Owner Title Owned(1) of Class
Officers and Directors
Edward D. Breen ....... Chairman and Chief Executive Officer 3,184,044(2)(3)(5) *
Michael E. Daniels ...... Director 2,424 *
Carol Anthony Davidson . . Senior Vice President, Controller and Chief Accounting
Officer 301,648(3) *
Timothy M. Donahue .... Director 9,358(2) *
Brian Duperreault ....... Director 21,534(2) *
Bruce S. Gordon ....... Lead Director 29,235(2)(3) *
Rajiv L. Gupta ......... Director 20,340(2) *
John A. Krol .......... Director 32,207(2)(3) *
Arun Nayar ........... Senior Vice President and Treasurer 122,910(3) *
Brendan R. O’Neill ...... Director 28,735(2)(3) *
Dinesh Paliwal ......... Director 0 *
Judith A. Reinsdorf ...... Executive Vice President and General Counsel 286,253(3) *
Frank S. Sklarsky ....... Executive Vice President and Chief Financial Officer 33,031(3)(4) *
William S. Stavropoulos . . . Director 12,764(2) *
Sandra S. Wijnberg ...... Director 28,735(2)(3) *
R. David Yost ......... Director 22,335 *
* Less than 1.0%
(1) The number shown reflects the number of common shares owned beneficially as of October 31, 2011, based on
information furnished by the persons named, public filings and Tyco’s records. A person is deemed to be a
beneficial owner of common shares if he or she, either alone or with others, has the power to vote or to dispose
of those common shares. Except as otherwise indicated below and subject to applicable community property laws,
each owner has sole voting and sole investment authority with respect to the shares listed. To the extent indicated
in the notes below, common shares beneficially owned by a person include common shares of which the person
has the right to acquire beneficial ownership within 60 days after October 31, 2011. All current Directors and
executive officers, as a group (22 persons), were beneficial owners of 5,906,635 shares (or approximately 1.3% of
the outstanding common shares as of October 31, 2011. There were 461,874,301 Tyco common shares outstanding
on such date (excluding shares held directly or indirectly in treasury).
(2) Includes vested DSUs as follows: Mr. Breen, 972,938; Mr. Donahue, 5,571; Mr. Duperreault, 17,276; Mr. Gordon,
19,974; Mr. Gupta, 14,288; Mr. Krol, 19,974; Dr. O’Neill, 19,974; Mr. Stavropoulos, 8,227; and Ms. Wijnberg,
19,974. Distribution of the DSUs to Board members will occur upon the earlier of (i) the termination of the
individual from the Company or the Company’s Board (other than for cause), (ii) a change in control of the
Company, or (iii) calendar year 2017. 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.
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