Symantec 2015 Annual Report Download - page 56

unique talent, and recognition for exceptional contributions. In these situations, the Compensation Committee
considers the business needs and the potential costs and benefits of special rewards. For example, in fiscal 2015,
the Compensation Committee determined that it should offer special incentives to attract Mr. Yelamanchili
because it believed that we would need to offer him compensation that would neutralize the cash impact of his
departure from his then-current employer. In this regard, the Compensation Committee awarded
Mr. Yelamanchili a one-time sign-on bonus of $1,000,000 as an inducement to accept our offer of employment.
Mr. Yelamanchili received $500,000 on March 31, 2015 and will receive the other $500,000 on August 31, 2015,
provided that he does not voluntarily leave our company and is not terminated for cause prior to August 31, 2015.
Other Benefits
All named executive officers are eligible to participate in our 401(k) plan (which includes our matching
contributions), health and dental coverage, life insurance, disability insurance, paid time off, and paid holidays on
the same terms as are available to all employees generally. These rewards are designed to be competitive with
overall market practices, and are in place to attract and retain the talent needed in the business. In addition,
named executive officers are eligible to participate in the deferred compensation plan, and to receive other bene-
fits described below.
Deferred Compensation: Symantec’s named executive officers are eligible to participate in a nonqualified
deferred compensation plan that provides management employees on our U.S. payroll with a base salary of
$150,000 or greater (including our named executive officers) the opportunity to defer up to 75% of base salary
and 100% of cash bonuses for payment at a future date. This plan is provided to be competitive in the executive
talent market, and to provide executives with a tax-efficient alternative for receiving earnings. One of our named
executive officers participated in this plan during fiscal 2015. The plan is described further under “Non-Qualified
Deferred Compensation in Fiscal 2015,” on page 57.
Additional Benefits: Symantec’s named executive officers typically do not receive perquisites, except in
limited circumstances when deemed appropriate by the Compensation Committee. For example, an additional
benefit available to named executive officers is reimbursement for up to $10,000 for financial planning services.
In addition, Mr. Seifert received reasonable reimbursement for certain relocation expenses associated with his
move to the San Francisco Bay Area. The Compensation Committee provides certain perquisites because it
believes they are for business-related purposes or are prevalent in the marketplace for executive talent. The value
of the perquisites we provide is taxable to the named executive officers and the incremental cost to us for provid-
ing these perquisites is reflected in the Summary Compensation Table. (These benefits are disclosed in the All
Other Compensation column of the Summary Compensation Table on page 50).
Change of Control and Severance Arrangements: Our Executive Retention Plan provides (and, in the
case of PRUs, the terms of the PRUs provide) participants with double trigger acceleration of equity awards and,
if applicable, become immediately exercisable, where equity vesting and exercisability is only accelerated in the
event the individual’s employment is terminated without cause, or is constructively terminated, within 12 months
after a change in control of our company (as defined in the plan). In the case of PRUs, PRUs will vest at target if
the change in control occurs prior to the first performance period, will vest as to eligible shares if the change in
control occurs following the first performance period but before achievement is determined with respect to the
second performance period, and will vest as to the sum of the eligible shares determined to be earned for the
second performance period plus 50% of the eligible shares if the change in control occurs following the second
performance period but before achievement is determined with respect to the third performance period.
We believe that the double trigger acceleration provision appropriately achieves the intent of the applicable
plan without providing an undue benefit to executives who continue to be employed following a change in con-
trol transaction. The intent of the plan is to enable named executive officers to have a balanced perspective in
making overall business decisions in the context of a potential acquisition of our company, as well as to be
competitive with market practices. The Compensation Committee believes that change in control benefits, if
structured appropriately, serve to minimize the distraction caused by a potential transaction and reduce the risk
that key talent would leave our company before a transaction closes.
46