Cricket Wireless 2011 Annual Report Download - page 153

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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 2012, or the “2012 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 2012 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, 2011 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 ............... 2,966,672(1)(3) $26.71 1,987,164(4)
Equity compensation plans
not approved by security
holders ............... 179,782(2)(3) $13.05 101,793
Total .................. 3,146,454 $25.93 2,088,957
(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
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