iRobot 2012 Annual Report Download - page 37

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31
(2) Restricted stock unit awards vest over a four-year period, at a rate of twenty-five percent (25%) on each anniversary of
the grant with the exception of Mr. Dyer's March 9, 2012 grant, which vests in three equal installments beginning on the
first anniversary of the grant.
(3) Amounts disclosed in this column were calculated based on the fair market value of our common stock.
Option Exercises and Stock Vested
The following table sets forth, for each of the named executive officers, information with respect to the exercise of stock
options and the vesting of restricted stock unit awards during the year December 29, 2012.
OPTION EXERCISES AND STOCK VESTED — 2012
Option Awards Stock Awards
Name
Shares
Acquired on
Exercise(#)
Value
Realized on
Exercise($)
(1)
Number of Shares
Acquired on
Vesting(#)
Value
Realized
on
Vesting($)
(2)
Colin M. Angle 26,197 701,535
John J. Leahy 26,431 620,648 22,292 520,330
Jeffrey A. Beck 10,719 232,560 11,863 299,114
Joseph W. Dyer 12,834 341,396
Glen D. Weinstein 9,500 197,628 7,685 206,224
Russell Campanello — —
(1) Amounts disclosed in this column were calculated based on the difference between the fair market value of our common
stock on the date of exercise and the exercise price of the options in accordance with regulations promulgated under the
Exchange Act.
(2) Amounts disclosed in this column were calculated based on the fair market value of the shares on the date of settlement
upon vesting .
Potential Benefits Upon Termination or Change in Control
Severance and Change in Control Arrangements in General
The executive agreements described in the “Compensation Discussion and Analysis” section provide that, upon
termination of the executive officer’s employment without cause, the executive officer is entitled to severance payments equal
to 50% of the executive officer’s base salary and continued health plan premium payments for up to six months. The executive
agreements also provide that, upon an involuntary termination upon a change in control, or upon a resignation for good reason
upon a change in control, the executive officer is entitled to 200% of the executive officers current base salary, 200% of the
executive officer’s current target cash incentive compensation, continued health plan premium payments for up to two years,
and full vesting of all unvested stock, stock options, awards and units.
Cash Payments and/or Acceleration of Vesting Following Certain Termination Events
Assuming the employment of our named executive officers was terminated involuntarily and without cause (not in
connection with a change in control) on December 29, 2012, our named executive officers would be entitled to cash payments
in the amounts set forth opposite their names in the tables below, subject to any deferrals required under Section 409A of the
Internal Revenue Code of 1986, as amended.
Proxy Statement