Adaptec 2002 Annual Report Download - page 73

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NOTE 11. Employee Equity Benefit Plans
Employee Stock Purchase Plan. In 1991, the Company adopted an Employee Stock Purchase Plan ("PMC ESPP")
under Section 423 of the Internal Revenue Code. Under the PMC ESPP, the number of shares authorized to be
available for issuance under the plan are increased automatically on January 1 of each year until the
expiration of the plan. The increase will be limited to the lesser of (i) 1% of the outstanding shares on
January 1 of each year, (ii) 2,000,000 shares (after adjusting for stock dividends), or (iii) an amount to
be determined by the Board of Directors.
In 2000, in connection with the acquisition of QED, the Company assumed the QED Employee Stock Purchase Plan
("QED ESPP"). A total of 115,000 shares of common stock were reserved for issuance under this Plan. Under
this Plan, eligible employees were able to purchase a limited amount of common stock at a minimum of 85% of
the market value at certain plan−defined dates. As of December 31, 2001, all employees had converted to the
PMC ESPP.
During 2002, 2001, and 2000, there were 610,331 shares, 245,946 shares, and 235,104 shares, respectively,
issued under the Plans at weighted−average prices of $11.73, $31.93, and $16.21 per share, respectively. The
weighted−average fair value of the 2002, 2001, and 2000 awards was $13.80, $31.25, and $41.90 per share,
respectively. During 2002, an additional 1,656,939 shares became available under the PMC ESPP and no
additional shares were authorized for the QED ESPP. As of December 31, 2002, 5,834,285 shares were available
for future issuance under the PMC ESPP.
Stock Option Plans. The Company has various stock option plans that cover grants of options to purchase the
Company's common stock. The options generally expire within five to ten years and vest over four years.
During 2000, the Company's stockholders elected to add a provision to the 1994 Incentive Stock Plan, under
which plan most of the outstanding options have been issued. Under the new terms, the number of shares
authorized to be available for issuance under the plan shall be increased automatically on January 1, 2001
and every year thereafter until January 1, 2004. The increase will be limited to the lesser of (i) 5% of the
outstanding shares on January 1 of each year, (ii) 45,000,000 shares, or (iii) an amount to be determined by
the Board of Directors.
In 2001, the company simplified its plan structure. The 2001 Stock Option Plan (the "2001 Plan") was created
to replace certain stock option plans assumed by us in connection with mergers and acquisitions completed
prior to 2001 (See Item 12). All option activity related to the 2001 Plan and all other assumed plans are
included in the following tables.
Option activity under the option plans was as follows:
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