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Table of Contents
Fiscal 2015 Compensation
The following table provides information regarding Fiscal 2015 compensation for non-
employee directors, and the number of RSUs and
stock options held by them as of January 25, 2015:
Director Compensation for Fiscal Year 2015
__________
20
Name Fees Earned or Paid in Cash ($) Stock Awards ($)
(1) (2)
Option Awards ($)
(1) (3)
Total ($)
Robert K. Burgess 75,000 225,726
(4)
— 300,726
Tench Coxe 75,000 — 154,697
(5)
229,697
James C. Gaither 75,000 225,726
(4)
— 300,726
Dawn Hudson 75,000 112,863
(6)
77,347
(6)
265,210
Harvey C. Jones 75,000 225,726
(4)
— 300,726
William J. Miller 75,000 225,726
(4)
— 300,726
Mark L. Perry 75,000 225,726
(4)
— 300,726
A. Brooke Seawell 75,000 225,726
(4)
— 300,726
Mark A. Stevens 75,000 112,863
(6)
77,347
(6)
265,210
(1)
Amounts shown in this column do not reflect dollar amounts actually received by the non-
employee director. Instead, these amounts
reflect the aggregate full grant date fair value calculated in accordance with Financial Accounting Standards Board Accounting
Standards Codification Topic 718, or FASB ASC Topic 718, for awards granted during Fiscal 2015. The assumptions used in the
calculation of values of the awards are set forth under Note 2 to our consolidated financial statements titled “Stock-
Based
Compensation” in our Form 10-K.
(2)
As of January 25, 2015, the following aggregate number of RSUs were held by our directors: Mr. Burgess, RSUs for 23,411 shares; Mr.
Gaither, RSUs for 29,515 shares; Ms. Hudson, RSUs for 10,262 shares; Mr. Jones, RSUs for 12,208 shares; Mr. Miller, RSUs for
12,208 shares; Mr. Perry, RSUs for 6,104 shares; Mr. Seawell, RSUs for 6,104 shares; and Mr. Stevens, RSUs for 3,052 shares.
(3)
As of January 25, 2015, stock options to purchase the following aggregate number of shares of our common stock were held by our
directors: Mr. Burgess, options to purchase 66,041 shares; Mr. Coxe, options to purchase 294,885 shares; Mr. Gaither, options to
purchase 122,269 shares; Ms. Hudson, options to purchase 105,177 shares; Mr. Jones, options to purchase 167,820 shares; Mr. Miller,
options to purchase 255,820 shares; Mr. Perry, options to purchase 123,000 shares; Mr. Seawell, options to purchase 207,820 shares;
and Mr. Stevens, options to purchase 120,942 shares.
(4)
On May 27, 2014, each of Messrs. Burgess, Gaither, Jones, Miller, Perry and Seawell received an RSU grant for 12,208 shares as the
equity portion of compensation for his service on the Board and committees.
(5)
On May 27, 2014, Mr. Coxe received a stock option to purchase 39,065 shares as the equity portion of compensation for his service on
the Board and committees with an exercise price of $18.82 per share, which was the closing price of our common stock as reported by
NASDAQ on May 27, 2014. The grant date fair value per share for these awards as determined under FASB ASC Topic 718 was $3.96.
(6)
On May 27, 2014, each of Ms. Hudson and Mr. Stevens received as the equity portion of compensation for their service on the Board
and committees (a) a stock option to purchase 19,532 shares with an exercise price of $18.82 per share, which was the closing price of
our common stock as reported by NASDAQ on May 27, 2014, and (b) an RSU grant for 6,104 shares. The grant date fair value per
share for the option award as determined under FASB ASC Topic 718 was $3.96.