Symantec 2011 Annual Report Download - page 32

Download and view the complete annual report

Please find page 32 of the 2011 Symantec 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 178

  • 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
  • 173
  • 174
  • 175
  • 176
  • 177
  • 178

PROPOSAL NO. 5
ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES
ON EXECUTIVE COMPENSATION
The Dodd-Frank Act and Section 14A of the Exchange Act also provide stockholders the opportunity to
indicate how frequently the Company should hold future advisory votes on the compensation of our named
executive officers. Stockholders may indicate whether they would prefer to have future advisory votes on executive
compensation every year, every two years, every three years or abstain from voting on this proposal.
After careful consideration, the Board recommends that future advisory votes on compensation of our named
executive officers be held annually. Our Board believes that holding a vote every year is the most appropriate option
because (i) it would enable our stockholders to provide us with input regarding the compensation of our named
executive officers on a timely basis; and (ii) it is consistent with our practice of engaging with our stockholders, and
obtaining their input, on our corporate governance matters and our executive compensation philosophy, policies and
practices.
Stockholders are not voting to approve or disapprove the Board’s recommendation. Instead, stockholders may
indicate their preference regarding the frequency of future advisory votes on the compensation of our named
executive officers by selecting one year, two years or three years. Stockholders that do not have a preference
regarding the frequency of future advisory votes should abstain from voting on the proposal. For the reasons
discussed above, we are asking our stockholders to vote for an advisory vote on the compensation for our named
executive officers every one year.
The frequency with which future advisory votes on compensation of our named executive officers are held is
advisory, and therefore not binding. Although the vote is non-binding, the Compensation Committee and the Board
value your opinion and will consider the outcome of the vote in establishing the frequency with which the advisory
vote on compensation of our named executive officers will be held in the future.
THE BOARD RECOMMENDS A VOTE TO HOLD FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION EVERY “ONE YEAR”
UNDER PROPOSAL NO. 5
23