Earthlink 2009 Annual Report Download - page 114

Table of Contents
Securities Authorized for Issuance Under Equity Compensation Plans
The following table sets forth information as of December 31, 2009 concerning the shares of our common stock which are authorized for
issuance under our equity compensation plans:
Item 13. Certain Relationships and Related Transactions, and Director Independence.
Information regarding certain relationships and transactions between EarthLink and certain of our affiliates is set forth under the caption
"Executive Compensation—Leadership and Compensation Committee Interlocks" and "Executive Compensation—
Certain Relationships and
Related Transactions" in our Proxy Statement referred to in Item 10 above or in a subsequent amendment to this Report on Form 10-
K.
Information regarding director independence is set forth under the caption "Proposal I—Election of Directors—
Director Independence" in our
Proxy Statement referred to in Item 10 above or in a subsequent amendment to this Annual Report on Form 10-
K. Such information is
incorporated herein by reference.
Item 14. Principal Accounting Fees and Services.
Information regarding our principal accounting fees and services is set forth under the caption "Proposal 2—
Ratification of Appointment of
Independent Registered Public Accounting Firm" in our Proxy Statement referred to in Item 10 above or in a subsequent amendment to this
Annual Report on Form 10-K. Such information is incorporated herein by reference.
109
Plan Category
Number of Securities
to Be Issued on Exercise
of Outstanding Options
(a)
Weighted Average
Exercise Price of
Outstanding Options
(b)
Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation Plans
(Excluding Securities
Reflected in Column (a))
(c)
Equity Compensation Plans
Approved By Stockholders
3,916,182 (2)
$
9.61
13,786,919 (1)
(1)
This number includes shares available by plan as follows:
Plan
Securities
Available
for Future
Issuance
EarthLink, Inc. 2006 Equity and Cash Incentive
Plan
4,569,288
EarthLink, Inc. Stock Incentive Plan (expires
February 28, 2010)
8,760,199
EarthLink, Inc. Equity Plan for Non-Employee
Directors
457,432
13,786,919
The grants of approximately 5.5 million restricted stock units and phantom share units have been deducted from the
number of securities available for future issuance.
(2)
Pursuant to our merger agreement with New Edge Holding Company in 2006, we were required to grant options to
purchase up to 657,000 shares of our Common Stock to New Edge employees. These options were "inducement grants" to
new employees in connection with our acquisition of New Edge that qualified under the "inducement grant exception" to
the shareholder approval requirement of NASD Marketplace Rule 4350(i)(1)(A). In connection with the closing, the
Leadership and Compensation Committee approved the EarthLink, Inc. Stock Option Plan for Inducement Awards
Relating to the Acquisition of New Edge Holding Company. The Leadership and Compensation Committee then granted
options to purchase 657,000 shares of our Common Stock to these New Edge employees in accordance with this plan. As
of December 31, 2009, 200,793 of these options were outstanding. The options have an exercise price equal to the last
reported price of $9.48 and vest 25 percent after 12 months and then 6.25 percent each quarter thereafter. The options have
a term of 10 years.