Intel 2009 Annual Report Download - page 142

Download and view the complete annual report

Please find page 142 of the 2009 Intel annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 172

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160
  • 161
  • 162
  • 163
  • 164
  • 165
  • 166
  • 167
  • 168
  • 169
  • 170
  • 171
  • 172

INTEL CONFIDENTIAL
5.
SETTLEMENT INTO COMMON STOCK
Shares of Common Stock will be issued or become free of restrictions as soon as practicable following the vesting date of
the RSUs and dividend equivalents, provided that you have satisfied your tax withholding obligations as specified under
Section 11 of these Standard Terms and you have completed, signed and returned any documents and taken any additional
action that the Corporation deems appropriate to enable it to accomplish the delivery of the shares of Common Stock. The
shares of Common Stock will be issued in your name (or may be issued to your executor or personal representative, in the
event of your death or Disablement), and may be effected by recording shares on the stock records of the Corporation or by
crediting shares in an account established on your behalf with a brokerage firm or other custodian, in each case as
determined by the Corporation. In no event will the Corporation be obligated to issue a fractional share.
Notwithstanding the foregoing, (i) the Corporation shall not be obligated to deliver any shares of the Common Stock during
any period when the Corporation determines that the conversion of a RSU or the delivery of shares hereunder would violate
any federal, state or other applicable laws and/or may issue shares subject to any restrictive legends that, as determined by
the Corporation’s counsel, is necessary to comply with securities or other regulatory requirements, and (ii) the date on which
shares are issued or credited to your account may include a delay in order to provide the Corporation such time as it
determines appropriate to calculate Intel TSR and CG TSR, for the Committee (as defined below) to certify performance
results, to calculate and address tax withholding and to address other administrative matters. The number of shares of
Common Stock into which RSUs and dividend equivalents convert as specified in the Notice of Grant shall be adjusted for
stock splits and similar matters as specified in and pursuant to the 2006 Plan.
6.
SUSPENSION OR TERMINATION OF RSU FOR MISCONDUCT
If at any time the Committee of the Board of Directors of the Corporation established pursuant to the 2006 Plan (the
“Committee”), including any Subcommittee or “Authorized Officer” (as defined in Section 8. (a)(v) of the 2006 Plan) notifies
the Corporation that they reasonably believe that you have committed an act of misconduct as described in Section 8. (a)(v)
of the 2006 Plan (embezzlement, fraud, dishonesty, nonpayment of any obligation owed to the Corporation, breach of
fiduciary duty or deliberate disregard of Corporation rules resulting in loss, damage or injury to the Corporation, an
unauthorized disclosure of any Corporation trade secret or confidential information, any conduct constituting unfair
competition, inducing any customer to breach a contract with the Corporation or inducing any principal for whom the
Corporation acts as agent to terminate such agency relationship), the vesting of your RSUs and dividend equivalents may be
suspended pending a determination of whether an act of misconduct has been committed. If the Corporation determines that
you
4.