ADT 2007 Annual Report Download - page 35

were paid special committee fees of $1,500, $3,000 and $1,500, respectively, during the fiscal year.
Dr. Stavropoulos was paid a prorated fee for his services for the period from March 2007, when he
joined the Board, through the end of the fiscal year. Mr. Gupta’s committee chair fee is prorated
from January 2007.
(2) As noted above, Directors receive an annual grant worth approximately $120,000 of DSUs of the
Company. This column reflects the expense recognized in the Company’s audited consolidated
financial statements for the year ended September 28, 2007 for DSUs granted to each Director in
2007. Each DSU and all prior DSUs are fully vested when they are granted, meaning that they are
not subject to forfeiture (except in the case of dismissal for cause). However, the shares are not
actually issued to the Director until the earlier of retirement from the Board or a
change-in-control of the Company. DSUs accumulate dividend equivalent units, which are
dividends paid-in-kind on a deferred basis, and do not have any voting rights until issued.
(3) All other compensation includes the aggregate value of all matching charitable contributions made
by the Company on behalf of the Director during the fiscal year. The Company matches the
contributions of Directors made to qualifying charities up to a maximum of $10,000 per calendar
year. In addition, all other compensation includes the value of the discount on home security
systems installed by the Company in Directors’ homes and discounts on security monitoring
services. These discounts did not exceed $1,000 for any Director in fiscal 2007.
(4) Mr. McDonald retired from the Board on March 7, 2007.
Director Deferred Compensation Plan
Under the Director Deferred Compensation Plan (‘‘Deferred Compensation Plan’’), each
non-employee Director may make an election to defer some or all of his or her cash remuneration for
that year, although no such elections were made for fiscal 2007. Under the Deferred Compensation
Plan, an unfunded deferred compensation bookkeeping account is established for each Director who
elects to defer cash remuneration otherwise payable during the year. The Director may choose the
deemed investment of amounts credited to his/her deferred compensation account into the Interest
Income Measurement Fund or the Spartan U.S. Equity Index Fund—Advantage Class Measurement
Fund. Earnings and/or losses on the Measurement Funds mirror the investment results of funds
available under the Company’s 401(k) retirement savings and investment plans. Each Director may
elect to receive a distribution of the amounts credited to his or her deferred compensation account in a
lump sum cash payment either at termination from the Board or at a future date that is at least five
years following the year it is deferred. Any unpaid balances will be distributed to a Director upon the
later of his or her attainment of age 70 and his or her termination from the Board. In addition,
beginning in 2008, Directors will have the option to receive DSUs in ten annual installments following
their termination from the Board rather than as a lump-sum, subject to full distribution when the
Director reaches the age of 70.
2008 Proxy Statement 15