EMC 2007 Annual Report Download - page 137

6.9 Options.
6.9.1 No Incentive Stock Option may be granted under the Plan after January 29, 2013, but Incentive Stock Options previously granted may
extend beyond that date.
6.9.2 Each eligible Participant may be granted Incentive Stock Options only to the extent that, in the aggregate under this Plan and all incentive
stock option plans of the Company and any related corporation, such Incentive Stock Options do not become exercisable for the first time by such
employee during any calendar year in a manner which would entitle the employee to purchase more than $100,000 in Fair Market Value (determined at
the time the Incentive Stock Options were granted) of Common Stock in that year. Any Options granted to an employee in excess of such amount will
be granted as non-qualified Options.
6.10 Stock Awards.
6.10.1 Rights as a Shareholder. Subject to any restrictions applicable to the Award, the Participant holding Restricted Stock, whether vested or
unvested, shall be entitled to enjoy all shareholder rights with respect to such Restricted Stock, including the right to receive dividends and to vote the
shares.
6.10.2 Stock Certificates; Legends. Certificates representing shares of Restricted Stock shall bear an appropriate legend referring to the
restrictions to which they are subject, and any attempt to dispose of any such shares in contravention of such restrictions shall be null and void and
without effect. The certificates representing shares of Restricted Stock may be held by the Company until the restrictions to which they are subject are
satisfied.
6.10.3 Minimum Vesting Periods. Subject to Sections 6.6.1, 6.6.2, and 7.2, (a) Stock Awards granted to Participants other than Eligible
Directors that vest by the passage of time only shall not vest fully in less than three (3) years after the date of grant, and (b) Stock Awards that vest upon
the achievement of performance goals shall not vest fully in less than one (1) year after the date of grant.
6.11 Performance Awards.
6.11.1 Recipients of Performance Awards. The Committee may grant Performance Awards to any Participant. Each Performance Award shall
contain the Performance Goals for the Award, including the Performance Criteria, the target and maximum amounts payable, and such other terms and
conditions of the Performance Award as the Committee in its discretion establishes. In the case of Performance Awards to any Participant whom the
Committee determines is or may become a "covered employee" within the meaning of Section 162(m) of the Code during the Performance Period or
before payment of the Performance Award, each such Performance Award may, in the Committee's sole discretion, be granted and administered to
comply with the requirements of Section 162(m) of the Code. Each such Performance Award to a covered employee shall be confirmed by, and be
subject to, a Performance Award agreement.
6.11.2 Establishment of Performance Goals. The Committee shall establish the Performance Goals for Performance Awards. The Committee
shall determine the extent to which any Performance Criteria shall be used and weighted in determining Performance Awards. The Committee may
increase, but not decrease, any Performance Goal during a Performance Period for any "covered employee" within the meaning of Section 162(m) of the
Code. The Performance Goals for any Performance Award for any such "covered employee" shall be made not later than 90 days after the start of the
Performance Period to which the Performance Award relates and (for Performance Periods shorter than one year) prior to the completion of 25 percent
(25%) of such period.
6.11.3 No Discretion to Increase Performance Awards. The Committee shall establish for each Performance Award the amount of Common
Stock payable at specified levels of performance, based on the Performance Goal for each Performance Criteria. The Committee shall make all
determinations regarding the achievement of any Performance Goals. The Committee may not