Cricket Wireless 2010 Annual Report Download - page 149

PART III
Item 10. Directors, Executive Officers and Corporate Governance
The information required by this item regarding directors and corporate governance is incorporated by
reference to our definitive Proxy Statement to be filed with the SEC in connection with the Annual Meeting of
Stockholders to be held in 2011, or the “2011 Proxy Statement,” under the headings “Election of Directors,” “Board
of Directors and Board Committees” and “Section 16(a) Beneficial Ownership Reporting Compliance.”
Information regarding executive officers is set forth in Item 1 of Part I of this Report under the caption
“Executive Officers of the Registrant.” We have adopted a Code of Business Conduct and Ethics that applies
to all of our directors, officers and employees, including our principal executive officer, principal financial officer
and principal accounting officer. Our Code of Business Conduct and Ethics is posted on our website,
www.leapwireless.com.
Item 11. Executive Compensation
The information required by this item is incorporated by reference to the 2011 Proxy Statement under the
headings “Compensation Discussion and Analysis,” “Compensation Committee Interlocks and Insider
Participation” and “Compensation Committee Report.”
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
Equity Compensation Plan Information
The following table provides information as of December 31, 2010 with respect to equity compensation plans
(including individual compensation arrangements) under which Leap common stock is authorized for issuance.
Plan Category
Number of securities to be
issued upon exercise of
outstanding options
and rights
Weighted-average
exercise price of
outstanding
options
and rights
Number of securities
remaining available for future
issuance under equity
compensation plans
Equity compensation plans
approved by security
holders .............. 4,344,670(1)(3) $41.67 1,165,431(4)
Equity compensation plans
not approved by security
holders .............. 285,875(2)(3) $26.39 16,175
Total ................. 4,630,545 $40.73 1,181,606
(1) Represents shares reserved for issuance under the 2004 Stock Option, Restricted Stock and Deferred Stock Unit
Plan, or the 2004 Plan, adopted by the compensation committee of our board of directors on December 30, 2004
(as contemplated by our confirmed plan of reorganization) and as amended on March 8, 2007. Stock options
granted prior to May 17, 2007 were granted prior to the approval of the 2004 Plan by Leap stockholders. The
material features of the 2004 Plan are described in our Definitive Proxy Statement dated April 6, 2007, as filed
with the SEC on such date, which description is incorporated herein by reference.
(2) Represents shares reserved for issuance under the 2009 Employment Inducement Equity Incentive Plan, or the
2009 Inducement Plan, which was adopted in February 2009 without stockholder approval, as permitted under
the rules and regulations of the NASDAQ Stock Market. The material features of the 2009 Inducement Plan are
described in our Definitive Proxy Statement dated April 10, 2009, as filed with the SEC on such date, which
description is incorporated herein by reference. The 2009 Inducement Plan was amended on January 14, 2010
by our Board to increase the number of shares reserved for issuance under the 2009 Inducement Plan by
100,000 shares of Leap common stock.
(3) Excludes 2,020,605 and 97,950 shares of restricted stock issued under the 2004 Plan and 2009 Inducement
Plan, respectively, which are subject to release upon vesting of the shares.
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