SanDisk 2013 Annual Report Download - page 80

the aggregate purchase price payable for the Common Stock pro-rated to that individual, shall be
refunded.
K. ESPP Broker Account. The shares purchased on behalf of each Participant shall be
deposited directly into a brokerage account which the Corporation shall establish for the Participant
at a Corporation-designated brokerage firm. The account will be known as the ESPP Broker Account.
Except as otherwise provided below, the deposited shares may not be transferred (either electronically
or in certificate form) from the ESPP Broker Account until the end of the two (2)-year period
measured from the Participant’s Entry Date into the offering period in which the shares were
purchased.
Such limitation shall apply both to transfers to different accounts with the same ESPP broker and
to transfers to other brokerage firms. Any shares held for the required holding period may be
transferred (either electronically or in certificate form) to other accounts or to other brokerage firms.
The foregoing procedures shall not in any way limit when the Participant may sell his or her
shares. Those procedures are designed solely to assure that any sale of shares prior to the
satisfaction of the required holding period is made through the ESPP Broker Account. In addition,
the Participant may request a stock certificate or share transfer from his or her ESPP Broker Account
prior to the satisfaction of the required holding period should the Participant wish to make a gift of
any shares held in that account. However, shares may not be transferred (either electronically or in
certificate form) from the ESPP Broker Account for use as collateral for a loan, unless those shares
have been held for the required holding period.
The foregoing procedures shall apply to all shares purchased by the Participant under the Plan,
whether or not the Participant continues in Employee status.
L. Assignability. The purchase right shall be exercisable only by the Participant and shall not
be assignable or transferable by the Participant.
M. Stockholder Rights. A Participant shall have no stockholder rights with respect to the shares
subject to his or her outstanding purchase right until the shares are purchased on the Participant’s
behalf in accordance with the provisions of the Plan and the Participant has become a holder of record
of the purchased shares.
VIII. ACCRUAL LIMITATIONS
A. No Participant shall be entitled to accrue rights to acquire Common Stock pursuant to any
purchase right outstanding under this Plan if and to the extent such accrual, when aggregated with
(i) rights to purchase Common Stock accrued under any other purchase right granted under this Plan
and (ii) similar rights accrued under other employee stock purchase plans (within the meaning of
Code Section 423)) of the Corporation or any Corporate Affiliate, would otherwise permit such
Participant to purchase more than Twenty-Five Thousand Dollars ($25,000.00) worth of stock of the
Corporation or any Corporate Affiliate (determined on the basis of the Fair Market Value per share
on the date or dates such rights are granted) for each calendar year such rights are at any time
outstanding.
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