Computer Associates 2006 Annual Report Download - page 92

Named Executive Officers in fiscal year 2006, such expenses have been included in this table. With regard to Mr. Swainson, the Company
treated as perquisites $52,367 for housing in fiscal year 2006, which amount was “grossed up” for tax purposes in an amount equal to
approximately $23,634. Messrs. Swainson and Clarke also received annual health examinations in fiscal 2006 for which the Company paid
$2,375 and $1,975, respectively.
(4) Consists of use of corporate aircraft and helicopter for personal use for Messrs. Swainson and Corgan. The Company determined the value
of such use for Messrs. Swainson and Corgan, based on the incremental cost to the Company, plus additional charges comparable to first-
class airfare (or in the case of helicopter use, charter fares) for family members, as applicable, to be $39,204 and $22,020, respectively. To
the extent relocation and housing expenses were treated as perquisites by the Company and imputed as income to the Named Executive
Officers, such expenses have been included in this table. With regard to Messrs. Swainson and Clarke, the Company treated as perquisites
$10,655 and $33,660, respectively, for housing and relocation, which amounts were “grossed up” for tax purposes in amounts equal to
$4,920 and $25,894, respectively. The Company also paid $22,379 for legal fees associated with the negotiation of Mr. Swainson’s
employment agreement. In lieu of car allowances and in order to help maintain the confidentiality of business matters when outside of the
office, Messrs. Swainson and Clarke had use of a Company car and driver in fiscal year 2005. Amounts attributable for personal use of such
car and driver have been reflected in this column and are de minimis in amount.
(5) For fiscal year 2006, the amounts represent the value of 66% of the restricted stock award granted on June 7, 2006 with respect to fiscal year
2006 on the date of grant. The first 34% of the grant (reflected in the Bonus column and described in footnote (2) to this table), was
immediately vested upon grant. The Named Executive Officers were awarded the following number of restricted shares relating to
performance in fiscal year 2006 (including the shares reflected in the Bonus column which became immediately vested at grant on June 7,
2006): Mr. Swainson — 45,375, Mr. Artzt — 27,225, Mr. Christenson — 19,950, Mr. Clarke — 0, Mr. Corgan — 18,150 and Mr. Quinn —
13,575. These restricted share awards vest as follows: 34% on the date of grant, 33% on the first anniversary of the date of grant and 33% on
the second anniversary. Restricted shares carry the same dividend and voting rights as unrestricted shares of Common Stock.
As of March 31, 2006 and based on the closing stock price on that date, the approximate number and value of the aggregate restricted stock
and restricted stock units holdings by the Named Executive Officers were as follows: Mr. Swainson — 212,041 and $5,769,636 (includes
45,375 restricted shares awarded in June 2006 relating to performance in fiscal year 2006 and 100,000 restricted stock units), Mr. Artzt —
121,713 and $3,311,811 (includes 27,225 restricted shares awarded in June 2006 relating to performance in fiscal year 2006),
Mr. Christenson — 29,283 and $796,790 (includes 19,950 restricted shares awarded in June 2006 relating to performance in fiscal
year 2006), Mr. Clarke — 17,010 and $462,842, Mr. Corgan — 37,037 and $1,007,777 (includes 18,150 restricted shares awarded in June
2006 relating to performance in the fiscal year 2006) and Mr. Quinn — 57,169 and $1,555,569 (includes 13,575 restricted shares awarded in
June 2006 relating to performance in fiscal year 2006). The disclosure of the grants made in June 2006 relating to performance in fiscal 2006
includes the portion of such grants that became immediately exercisable upon grant, as described in footnote (2) of this table.
Mr. Swainson’s restricted stock units, granted at the time of his hire, carry dividend equivalent rights that entitle him to the same
amount that he would have received if he were a holder of an equal number of the underlying Company shares at the time a dividend is
declared. Restricted stock and restricted stock units that are unvested at the time of termination of employment are forfeited.
(6) The grants in fiscal year 2006 do not include options granted in April 2005 that relate to performance in fiscal year 2005.
(7) Represents the value of shares of Common Stock issued to Mr. Quinn, based on the closing price on the day of issuance, under the
Company’s 1998 Incentive Award Plan. Under this plan, phantom shares of Common Stock were granted to certain employees that were
subject to time-based vesting and performance-based criteria. Mr. Quinn became fully vested in his phantom shares on August 25, 2004 and,
under the terms of the plan, became entitled to receive payment in shares of Common Stock in four annual installments beginning on
August 25, 2005. Mr. Quinn’s first installment, representing 10% of his award (3,117 shares), was issued to him on August 25, 2005, the
value of which is reflected in this column.
(8) Amounts represent contributions and allocations made by the Company under its 401(k), excess benefit and restoration plans (qualified and
non-qualified defined contribution plans).
(9) Includes signing bonuses paid under Mr. Swainson’s and Mr. Clarke’s employment agreements of $2,500,000 and $150,000, respectively.
In addition, in respect of certain benefits Mr. Swainson would have received had he remained employed with IBM, the Company credited to
a deferred compensation account and deposited $2,835,000 into a “rabbi trust” (as described below in the “Chief Executive Officer
Compensation” section of the Compensation and Human Resource Committee Report on Executive Compensation).
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