SanDisk 2013 Annual Report Download - page 89

be purchased on behalf of each Participant on each such Purchase Date. The purchase shall be
effected by applying the Participant’s payroll deductions for the Purchase Interval ending on such
Purchase Date to the purchase of whole shares of Common Stock at the purchase price in effect for
the Participant for that Purchase Date.
C. Purchase Price. The purchase price per share at which Common Stock will be purchased on
the Participant’s behalf on each Purchase Date within the particular offering period in which he or she
is enrolled shall be determined by the Plan Administrator at the start of each offering period and shall
not be less than eighty-five percent (85%) of the lower of (i) the Fair Market Value per share of
Common Stock on the Participant’s Entry Date into that offering period or (ii) the Fair Market Value
per share of Common Stock on that Purchase Date.
D. Number of Purchasable Shares. The number of shares of Common Stock purchasable by a
Participant on each Purchase Date during the particular offering period in which he or she is enrolled
shall be the number of whole shares obtained by dividing the amount collected from the Participant
through payroll deductions (as converted into U.S. Dollars) during the Purchase Interval ending with
that Purchase Date by the purchase price in effect for the Participant for that Purchase Date.
However, the maximum number of shares of Common Stock purchasable per Participant on any one
Purchase Date shall not exceed 1,500 shares, subject to periodic adjustments in the event of certain
changes in the Corporation’s capitalization. However, the Plan Administrator shall have the
discretionary authority, exercisable prior to the start of any offering period under the Plan, to increase
or decrease the limitation to be in effect for the number of shares purchasable per Participant on each
Purchase Date which occurs during that offering period.
E. Excess Payroll Deductions. Any payroll deductions not applied to the purchase of shares of
Common Stock on any Purchase Date because they are not sufficient to purchase a whole share of
Common Stock shall be held for the purchase of Common Stock on the next Purchase Date. However,
any payroll deductions not applied to the purchase of Common Stock by reason of the limitation on
the maximum number of shares purchasable per Participant on the Purchase Date shall be refunded
(in the currency in which the Participant is paid) as soon as administratively practicable.
F. Suspension of Payroll Deductions. If a Participant is, by reason of the accrual limitations in
Article VIII, precluded from purchasing additional shares of Common Stock on one or more Purchase
Dates during the offering period in which he or she is enrolled, then no further payroll deductions
shall be collected from such Participant with respect to those Purchase Dates. The suspension of such
deductions shall not terminate the Participant’s purchase right for the offering period in which he or
she is enrolled, and payroll deductions shall automatically resume on behalf of such Participant once
he or she is again able to purchase shares during that offering period in compliance with the accrual
limitations of Article VIII.
G. Withdrawal from Offering Period. The following provisions shall govern the Participant’s
withdrawal from an offering period:
(i) A Participant may withdraw from the offering period in which he or she is enrolled at
any time prior to the next scheduled Purchase Date by filing the appropriate form with the Plan
Administrator (or its designate), and no further payroll deductions shall be collected from the
Participant with respect to that offering period. Any payroll deductions collected during the
Purchase Interval in which such withdrawal occurs shall, at the Participant’s election, be refunded
(in the currency in which the Participant is paid) as soon as administratively practicable or held
for the purchase of shares on the next Purchase Date. If no such election is made at the time of
such withdrawal, then the payroll deductions collected from the Participant during the Purchase
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