Tyson Foods 2011 Annual Report Download - page 83

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83
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
See information set forth under the captions “Election of Directors” and “Section 16(a) Beneficial Ownership Reporting Compliance”
in the Company’s definitive Proxy Statement for the Company’s Annual Meeting of Shareholders to be held February 3, 2012 (the
“Proxy Statement”), which information is incorporated herein by reference. Pursuant to general instruction G(3) of Annual Report on
Form 10-K, certain information concerning our executive officers is included under the caption “Executive Officers of the Company”
in Part I of this Report.
We have a code of ethics as defined in Item 406 of Regulation S-K, which code applies to all of our directors and employees,
including our principal executive officers, principal financial officer, principal accounting officer or controller, and persons
performing similar functions. This code of ethics, titled “Tyson Foods, Inc. Code of Conduct,” is available, free of charge on our
website at http://ir.tyson.com.
ITEM 11. EXECUTIVE COMPENSATION
See the information set forth under the captions “Executive Compensation,” “Director Compensation For Fiscal 2011,”
“Compensation Discussion and Analysis,” “Report of the Compensation Committee,” and “Compensation Committee Interlocks and
Insider Participation” in the Proxy Statement, which information is incorporated herein by reference. However, pursuant to
instructions to Item 407(e)(5) of the Securities and Exchange Commission Regulation S-K, the material appearing under the sub-
heading “Report of the Compensation Committee” shall not be deemed to be “filed” with the Commission, other than as provided in
this Item 11.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS
See the information included under the captions “Security Ownership of Certain Beneficial Owners” and “Security Ownership of
Management” in the Proxy Statement, which information is incorporated herein by reference.
Securities Authorized for Issuance Under Equity Compensation Plans
The following information reflects certain information about our equity compensation plans as of October 1, 2011:
Equity Compensation Plan Information
(a)
(b)
(c)
Number of
Securities to be
issued upon
exercise of
outstanding
options
Weighted
average
exercise price
of outstanding
options
Number of Securities
remaining available for
future issuance under
equity compensation plans
(excluding Securities
reflected in column (a))
Equity compensation plans approved by security holders
18,255,221
$13.46
28,259,095
Equity compensation plans not approved by security holders
-
-
-
Total
18,255,221
$13.46
28,259,095
a)
Outstanding options granted by the Company
b)
Weighted average price of outstanding options
c)
Shares available for future issuance as of October 1, 2011, under the Stock Incentive Plan (15,102,409), the Employee
Stock Purchase Plan (5,509,078) and the Retirement Savings Plan (7,647,608)