iRobot 2014 Annual Report Download - page 49

43
Options Awards
Name and Principal Position
Average
Exercise
Price ($) Number of Awards (#)
Dollar
Value ($)
(1) Number of Awards (#)
Colin M. Angle, Chairman, Chief Executive
Officer and Director $ 38.91 35,175 1,762,178 40,650
Alison Dean, Executive Vice President, Chief
Financial Officer, Treasurer and Principal
Accounting Officer
$ 38.91 11,600 580,890 13,400
Russell J. Campanello, Executive Vice President,
Human Resources and Corporate
Communications
$ 38.91 11,200 560,299 12,925
Christian Cerda, Executive Vice President and
General Manager, Home Business Unit $ 38.91 7,188 360,889 8,325
Paolo Pirjanian, Executive Vice President and
Chief Technology Officer $ 38.91 12,800 640,497 14,775
All executive officers, as a group $ 38.91 (2) 90,763 4,225,541 (3) 97,475
All current directors who are not executive
officers, as a group — (2) — 1,024,277 (3) 29,309
All current employees who are not executive
officers or directors, as a group $ 35.94 (2) 142,418 8,985,843 (3) 245,375
(1) The valuation of stock awards is based on the grant date fair value computed in accordance with FASB ASC Topic 718. The assumptions used to calculate the
value of stock awards are set forth in the footnotes to our consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended
December 27, 2014.
(2) Represents the weighted-average exercise price for the group.
(3) Represents the total grant date fair value for the group.
Tax Aspects under the Code
The following is a summary of the principal U.S. federal income tax consequences of certain transactions under the 2015 Plan. It
does not describe all federal tax consequences under the 2015 Plan, nor does it describe foreign, state or local tax consequences.
Incentive Options. No taxable income is generally realized by the optionee upon the grant or exercise of an incentive option. If shares
of common stock issued to an optionee pursuant to the exercise of an incentive option are sold or transferred after two years from the
date of grant and after one year from the date of exercise, then, (i) upon the sale of such shares, any amount realized in excess of the
option price (the amount paid for the shares) will be taxed to the optionee as a long-term capital gain, and any loss sustained will be a
long-term capital loss, and (ii) we will not be entitled to any deduction for federal income tax purposes. The exercise of an incentive
option will give rise to an item of tax preference that may result in alternative minimum tax liability for the optionee.
If shares of common stock acquired upon the exercise of an incentive option are disposed of prior to the expiration of the two-year
and one-year holding periods described above, which is referred to as a “disqualifying disposition,” generally (i) the optionee will realize
ordinary income in the year of disposition in an amount equal to the excess (if any) of the fair market value of the shares of common
stock at exercise (or, if less, the amount realized on a sale of such shares of common stock) over the exercise price thereof, and (ii) we
will be entitled to deduct such amount. Special rules will apply where all or a portion of the exercise price of the incentive option is paid
by tendering shares of common stock.
If an incentive option is exercised at a time when it no longer qualifies for the tax treatment described above, the option is treated as
a non-qualified option. Generally, an incentive option will not be eligible for the tax treatment described above if it is exercised more
than three months following termination of employment (or one year in the case of termination of employment by reason of disability).
In the case of termination of employment by reason of death, the three-month rule does not apply.
Non-Qualified Options. No income is realized by the optionee at the time the option is granted. Generally (i) at exercise, ordinary
income is realized by the optionee in an amount equal to the difference between the exercise price and the fair market value of the shares
of common stock on the date of exercise, and we receive a tax deduction for the same amount, and (ii) at disposition, appreciation or
depreciation after the date of exercise is treated as either short-term or long-term capital gain or loss depending on how long the shares
of common stock have been held. Special rules will apply where all or a portion of the exercise price of the non-qualified option is paid
Proxy Statement