Symantec 2013 Annual Report Download - page 39

If this Proposal is approved, all outstanding stock awards granted under the 2004 Plan will continue to be
subject to the terms and conditions as set forth in the agreements evidencing such stock awards and the terms of
the applicable 2004 Plan, but no additional awards will be granted under the 2004 Plan. As of August 1, 2013,
62,185,630 shares remained available for future issuance under the 2004 Plan. We expect the 2004 Plan to expire
with approximately 51,000,000 shares available for future issuance and such shares will not carry over to the
2013 Plan. The following table provides information about our common stock that may be issued upon the
exercise of options, warrants and rights under all of our existing equity compensation plans as of August 1, 2013:
Number of
Shares
Shares subject to outstanding awards under 2004 Plan and 1996 Equity Incentive Plan, or assumed
in connection with acquisitions ..................................................... 29,775,200
Outstanding options(1) ............................................................. 11,508,265
Outstanding full-value awards ....................................................... 18,266,935
Shares available for grant under the 2004 Plan(2) ........................................ 62,185,630
(1) Outstanding options have a weighted-average exercise price of $20.85 and a weighted-average remaining
term of 1.90 years.
(2) No more than 12,000,000 shares will be granted under the 2004 Plan between August 1, 2013 and
October 22, 2013. Any shares granted beyond 12,000,000 will reduce the maximum number of shares we
may grant under the 2013 Plan on a share for share basis. For purposes of determining the number of shares
granted under the 2004 Plan, each full-value award grant (e.g., restricted stock unit and performance-based
restricted stock unit) is treated as the equivalent of the grant of two options.
Summary of our 2013 Equity Incentive Plan
The following is a summary of the principal provisions of the 2013 Plan, as proposed for approval. This
summary does not purport to be a complete description of all of the provisions of the 2013 Plan. It is qualified in
its entirety by reference to the full text of the 2013 Plan. A copy of the 2013 Plan has been filed with the SEC
with this proxy statement, and any stockholder who wishes to obtain a copy of the 2013 Plan may do so by writ-
ten request to the Corporate Secretary at Symantec’s headquarters in Mountain View, California.
Eligibility. Employees (including officers), consultants, independent contractors, advisors and members of
the Board (including non-employee directors) are eligible to participate in the 2013 Plan. As of August 1, 2013,
there were approximately 33,919 employees and consultants, including six executive officers, and seven non-
employee directors that would have been eligible to receive awards under the 2013 Plan if the 2013 Plan had been
effective as of that date. Since our executive officers and non-employee directors may participate in the 2013 Plan,
each of our executive officers, non-employee directors and director nominees has an interest in Proposal No. 4.
Types of Awards. Awards that may be granted are stock options (both nonstatutory stock options and
incentive stock options (which may only be granted to employees)), restricted stock awards, RSUs (including
PRUs and PCSUs) and stock appreciation rights (each individually, an “award”).
Shares Reserved for Issuance. If Proposal No. 4 is approved, the total number of shares reserved for issu-
ance will be 45,000,000 shares. No shares reserved under the 2004 Plan will carry over to the 2013 Plan.
Shares Returned to the Plan. Shares that are subject to issuance upon exercise of an option but cease to be
subject to such option for any reason (other than exercise of such option), shares that are subject to an award that
is granted but is subsequently forfeited or repurchased by Symantec at the original issue price and shares that are
subject to an award that terminates without shares being issued will again be available for grant and issuance
under the 2013 Plan.
Shares Not Returned to the Plan. Shares that are withheld to pay the exercise or purchase price of an award
or to satisfy any tax withholding obligations in connection with an award, shares that are not issued or delivered as a
result of the net settlement of an outstanding option or SAR and shares that are repurchased on the open market with
the proceeds of an option exercise price will not be available again for grant and issuance under the 2013 Plan.
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