Earthlink 2013 Annual Report Download - page 113

Table of Contents
Part III
Item 10. Directors, Executive Officers and Corporate Governance.
Information required by this item will be set forth under the captions "Proposal 1—Election of Directors—
Nominees Standing for
Election," "Executive Officers," "Executive Officers—
Section 16(a) Beneficial Ownership Reporting Compliance" and "Corporate Governance"
in our Proxy Statement for our 2014
Annual Meeting of Stockholders ("Proxy Statement") or in a subsequent amendment to this Annual Report
on Form 10-K. Such information is incorporated herein by reference.
Item 11. Executive Compensation.
Information relating to compensation of our directors and executive officers will be set forth under the captions "Corporate
Governance-
Director Compensation" and "Executive Compensation" 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, except for the information set forth
under the caption "Executive Compensation—
Leadership and Compensation Committee Report," which specifically is not so incorporated by
reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
Security Ownership of Certain Beneficial Owners and Management
Information regarding security ownership of certain beneficial owners and management of our voting securities will be set forth under
the caption "Beneficial Ownership of Common Stock" 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.
Securities Authorized for Issuance Under Equity Compensation Plans
The following table sets forth information as of December 31, 2013
concerning the shares of our common stock which are authorized
for issuance under our equity compensation plans:
_______________________________________________________________________________
Plan Category
Number of Securities
to Be Issued on Exercise
of Outstanding Options,Warrants
and Rights(a)
Weighted Average
Exercise Price of
Outstanding Options,
Warrants and Rights (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
9,354,801
(1)
$
7.33
(2)
15,050,603
(3)
Equity Compensation Plans Not
Approved By Stockholders (4)
150,948
$
9.48
(2)
Total
9,505,749
(1) Includes 5,419,111, shares of Common Stock issuable upon exercise of outstanding stock options and 3,935,690 shares of Common
Stock issuable upon vesting of outstanding restricted stock units.
(2) The weighted-average exercise price does not take into account the restricted stock units described in footnotes (1) or (4) because the
restricted stock units do not have an exercise price upon vesting.
(3)
This number includes shares available by plan as follows:
Plan
Securities
Available
for Future
Issuance
EarthLink Holding Corp. 2011 Equity and Cash Incentive Plan
14,880,751
EarthLink Holdings Corp. Equity Plan for Non-Employee Directors
169,852
15,050,603
(4)
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