Western Digital 2006 Annual Report Download - page 87

Download and view the complete annual report

Please find page 87 of the 2006 Western Digital 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 116

  • 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

granted to the Named Executive Officers (which consisted of the unvested portion of restricted stock unit awards
granted to the Named Executive Officers in fiscal 2006), were as follows (based on the $19.81 closing price of our
common stock on June 30, 2006):
Name # Shares $ Amount # Units $ Amount
Unvested Restricted Stock
Awards
Unvested Restricted Stock
Unit Awards (*)
Matthew E. Massengill ................... 500,000 $ 9,905,000 — $ —
Arif Shakeel** ......................... 1,566,667 31,035,673 — —
John F. Coyne ......................... 358,425 7,100,399 30,000 594,300
Raymond M. Bukaty .................... 162,000 3,209,220 58,000 1,148,980
Hossein M. Moghadam................... 88,473 1,752,650 26,308 521,162
Stephen D. Milligan . . ................... 216,250 4,283,913 55,000 1,089,550
* Each restricted stock unit is a non-voting unit of measurement that is deemed for bookkeeping purposes to be
equivalent to one outstanding share of our common stock.
** For Mr. Shakeel, these awards include 90,800 shares of restricted stock that were scheduled to vest on January 1,
2008. This amount was cancelled on October 31, 2006 pursuant to an amendment to our employment agreement
with Mr. Shakeel.
(3) Mr. Massengill resigned as Chief Executive Officer effective October 1, 2005. He remains an executive officer in his
capacity as Chairman of our Board of Directors.
(4) The amounts reported in this column for fiscal 2006 consist of: (i) our matching contributions to the Western
Digital Corporation 401(k) Plan on behalf of Mr. Massengill ($2,000), Mr. Shakeel ($2,000), Mr. Coyne ($2,000),
Mr. Bukaty ($2,000), Dr. Moghadam ($2,000) and Mr. Milligan ($2,000); (ii) the dollar value of life insurance
premiums paid by, or on behalf of, us with respect to term life insurance for the benefit of Mr. Massengill ($2,150),
Mr. Shakeel ($3,930), Mr. Coyne ($4,440), Mr. Bukaty ($2,331), Dr. Moghadam ($7,475) and Mr. Milligan ($653),
(iii) relocation expenses of $51,654 relating to Mr. Coyne’s relocation from Malaysia to the United States, and
(iv) $16,827 paid by us to Mr. Coyne for unused vacation days in accordance with our vacation policy.
(5) This amount represents the final annual installment paid to Mr. Massengill upon the final July 1, 2005 vesting of
“share units” awarded to him pursuant to his Long-Term Retention Agreement. The Long-Term Retention
Agreement pursuant to which Mr. Massengill received the share units is described below under “Employment
Contracts, Termination of Employment and Change-in-Control Arrangements.”
(6) Our 2004 fiscal year included 27 bi-weekly pay periods.
(7) This amount represents the payment of two annual installments under a Long-Term Retention Agreement with
Mr. Massengill: the first is a 2003 installment of $3,227,000 and the second is a 2004 installment of $3,637,200.
We are reporting the combined amount of $6,864,200 in the table as a fiscal 2004 payment because the annual
installment vesting of the “share units” underlying the payments occurred on July 1, 2003 and July 1, 2004. Each
of these dates was part of fiscal 2004 because fiscal 2004 commenced June 28, 2003 and ended July 2, 2004. The
Long-Term Retention Agreement pursuant to which the Mr. Massengill received these share units is described
below under “Employment Contracts, Termination of Employment and Change-in-Control Arrangements.”
(8) Our Board of Directors promoted Mr. Shakeel to President and Chief Executive Officer effective October 1, 2005.
He assumed the sole role of Chief Executive Officer in June 2006 following the promotion of John Coyne to
President and Chief Operating Officer. Prior to October 1, 2005, Mr. Shakeel served as our President and Chief
Operating Officer.
(9) We granted these restricted stock and restricted stock unit awards in fiscal 2006 under our 2004 Performance
Incentive Plan and we have valued them in the table as of the date of grant. If we pay dividends, dividends would be
payable on the shares of restricted stock listed in the table below at the same rate and time and in the same form in
which dividends are payable on other outstanding shares of our common stock. No dividends would be payable on
the shares of restricted stock units listed in the table below. The number, value as of the date of grant and vesting
schedules of these restricted stock and restricted stock unit awards to the Named Executive Officers are as follows:
81