Adaptec 2002 Annual Report Download - page 81

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(3) Includes 5,834,285 shares available for issuance in the 1991 Employee
Stock Purchase Plan. In January 2003, we issued 478,279 shares relating
to the purchase period that began in July 2002.
(4) Consists of the 2001 Stock Option Plan (the "2001 Plan") and outstanding
options that were granted pursuant to assumed stock plans that were
subsequently made part of the 2001 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. The number of options
that may be granted under the 2001 Plan equals (i) the number of shares
reserved under the assumed stock option plans that were not subject to
outstanding or exercised options (1,830,641 shares) plus (ii) the number
of options that were outstanding at the time the plans were assumed but
that have subsequently been cancelled.
(5) This table does not include information for stock option plans assumed by
us which were not made part of the 2001 Plan or any outstanding warrants.
As of December 31, 2002, a total of 48,398 shares of our stock were
issuable upon exercise under those other assumed plans. The weighted
average exercise price of those outstanding options is $4.55. No
additional options may be granted under those plans. As of December 31,
2002, warrants to purchase a total of 30,100 shares of our stock were
outstanding with a weighted average price of $1.66.
ITEM 13. Certain Relationships and Related Transactions.
The information required by this Item is incorporated by reference from the information set forth in the
section entitled "Executive Compensation and Other Matters − Employment Agreements" in our Proxy Statement
for the 2003 Annual Stockholder Meeting.
ITEM 14. Controls and Procedures
Evaluation of disclosure controls and procedures
Our chief executive officer and our chief financial officer evaluated our "disclosure controls and
procedures" (as defined in Rule 13a−14(c) of the Securities Exchange Act of 1934 (the "Exchange Act") as of
a date within 90 days before the filing date of this annual report. They concluded that as of the evaluation
date, our disclosure controls and procedures are effective to ensure that information we are required to
disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and
reported within the time periods specified in the Securities and Exchange Commission rules and forms.
Changes in internal controls
Subsequent to the date of their evaluation, there were no significant changes in our internal controls or in
other factors that could significantly affect these controls. There were no significant deficiencies or
material weaknesses in our internal controls so no corrective actions were taken.
PART IV
ITEM 15. Exhibits, Financial Statement Schedules and Reports on Form 8−K.
80