Intel 2013 Annual Report Download - page 117

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ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS
The information appearing in our 2014 Proxy Statement under the heading “Security Ownership of Certain
Beneficial Owners and Management” is incorporated by reference in this section.
Equity Compensation Plan Information
Information as of December 28, 2013, regarding equity compensation plans approved and not approved by
stockholders is summarized in the following table (shares in millions):
Plan Category
(A)
Number of
Shares to
Be Issued Upon
Exercise of
Outstanding
Options and Rights
(B)
Weighted
Average
Exercise
Price of
Outstanding
Options ($)¹
(C)
Number of Shares
Remaining Available for
Future Issuance Under
Equity Incentive Plans
(Excluding Shares
Reflected in Column A)
2006 Equity Incentive Plan 301.0 3
2006 Stock Purchase Plan 216.5
Equity incentive plans approved by stockholders 257.9 2$ 20.86 517.5
Equity incentive plans not approved by stockholders 11.8 4$ 24.02 —
Total 269.7 5$ 21.10 517.5
1 The weighted average exercise price does not take into account the shares issuable upon outstanding RSUs
vesting, which have no exercise price.
2 Includes 116.7 million shares granted under the 2006 Equity Incentive Plan that are issuable upon RSUs
vesting, including a maximum of 6.9 million shares that could be issued at the end of the requisite period for
outstanding OSUs. The remaining balance consists of outstanding stock option grants.
3 If it is assumed that shares will be issued at the target vesting amount for outstanding OSUs, an additional 3.4
million shares would be included in the shares available for future issuance amount for a total of 304.4 million
shares, of which 231.2 million shares can be issued as RSUs or restricted stock. A maximum of 517 million
shares could be granted as restricted stock or RSUs under the 2006 Equity Incentive Plan.
4 Includes shares available upon exercise of stock options granted under our 1997 Stock Option Plan, which
was not required to be approved by stockholders. The 1997 Stock Option Plan was terminated as to future
grants in May 2004. In addition, this includes 3.1 million shares issuable under outstanding options, with a
weighted average exercise price of $15.65, assumed in connection with acquisitions.
5 Assumes shares will be issued at the maximum vesting amount for outstanding OSUs. This number reflects a
difference from the number of restricted stock units reported in "Note 19: Employee Equity Incentive Plans" to
the financial statements in our Annual Report on Form 10-K for the year ended December 28, 2013, which is
3.4 million lower because the financial statement footnote reports restricted stock units outstanding without
regard to the number of shares that ultimately may be issued under those awards.
The 1997 Stock Option Plan (1997 Plan) provided for the grant of stock options to employees other than officers
and directors. The 1997 Plan, which was not approved by stockholders, was terminated as to future grants in May
2004. The 1997 Plan is administered by the Board’s Compensation Committee, which has the power to determine
matters related to outstanding stock option awards under the 1997 Plan, including conditions of vesting and
exercise. Stock options granted under the 1997 Plan expire no later than 10 years from the grant date. Stock
options granted under the 1997 Plan generally vested in increments over four or five years from the date of grant.
Grants to key employees may have contained delayed vesting provisions, generally beginning six years from the
date of grant.
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