VMware 2013 Annual Report Download - page 105

Section 5. Contributions
A participant may elect to make contributions under the Plan at a rate of not less than 2% nor more than 15% from the
participant’s compensation (subject to a maximum of $7,500 per six-month option period and pro-rated for longer or shorter
periods, at the Committee’s discretion), by means of substantially equal payroll deductions over the option period; provided ,
however , where applicable local laws prohibit payroll deductions for the purpose of participation in the Plan, the Committee may
permit all participants in a specified separate offering under the 423 component or an offering under the non-423 component of the
Plan to contribute amounts to the Plan through payment by cash, check or other means set forth in the enrollment form. For option
periods beginning after October 1, 2008, any amount remaining in a participant’s contribution account at the end of an option
period representing a fractional share that is rolled over to the contribution account for the next option period pursuant to Section 8
below (a “rollover”) may be used to purchase additional stock; provided
that the maximum dollar amount per option period shall be
reduced by the amount of any rollover. For purposes of the Plan, “compensation” shall mean all cash compensation paid to the
participant by the Company.
A participant may only elect to change his or her contribution rate by written notice delivered to VMware (or its designated
agent) at least one business day prior to the first day of the option period as to which the change is to be effective. Following
delivery to VMware (or its designated agent) of any enrollment form or any election to change the withholding rate of a payroll
deduction authorization, appropriate payroll deductions or changes thereto shall commence as soon as reasonably practicable. All
amounts withheld in accordance with a participant’s payroll deduction authorization or contributed by other permitted means (if
any) shall be credited to a contribution account for such participant.
Section 6. Grant of Options
Each person who is a participant on the first day of an option period shall, as of such day, be granted an option for such
period. Such option shall be for the number of shares of stock to be determined by dividing (a) the balance in the participant’s
contribution account on the last day of the option period by (b) the purchase price per share of the stock determined under Section
7, and eliminating any fractional share from the quotient. In the event that the number of shares then available under the Plan is
otherwise insufficient, VMware shall reduce on a substantially proportionate basis the number of shares of stock receivable by each
participant upon exercise of his or her option for an option period and shall return the balance in a participant’s contribution
account to such participant. In no event shall the number of shares of stock that a participant may purchase during any one six-
month option period under the Plan exceed 750 shares of stock, and pro-rated for longer or shorter periods, at the Committee’s
discretion.
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