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exhibit index
Exhibit
Number Description of Document
3.1 Amended and Restated By-Laws of the Registrant (incorporated herein by reference from
Exhibit (3.1) to the Registrant’s Annual Report on Form 10-K (File No. 001-12696), filed on
September 21, 2002).
3.1.1 Amended and Restated By-Laws of the Registrant (incorporated herein by reference from
Exhibit (3.1) to the Registrant’s Annual Report on Form 10-K (File No. 001-12696), filed on
September 21, 2002).
3.1.2 Certificate of Amendment to Amended and Restated By-Laws of Plantronics Inc.
3.2.1 Restated Certificate of Incorporation of the Registrant filed with the Secretary of State of
Delaware on January 19, 1994 (incorporated herein by reference from Exhibit (3.1) to the
Registrant’s Quarterly Report on Form 10-Q (File No. 001- 12696), filed on March 4, 1994).
3.2.2 Certificate of Retirement and Elimination of Preferred Stock and Common Stock of the
Registrant filed with the Secretary of State of Delaware on January 11, 1996 (incorporated
herein by reference from Exhibit (3.3) of the Registrant’s Annual Report on Form 10-K (File
No. 001-12696), filed on September 27, 1996).
3.2.3 Certificate of Amendment of Restated Certificate of Incorporation of the Registrant filed
with the Secretary of State of Delaware on August 7, 1997 (incorporated herein by reference
from Exhibit (3.1) to the Registrant’s Quarterly Report on Form 10-Q (File No. 001-12696),
filed on August 8, 1997).
3.2.4 Certificate of Amendment of Restated Certificate of Incorporation of the Registrant filed
with the Secretary of State of Delaware on May 23, 2000 (incorporated herein by reference
from Exhibit (4.2) to the Registrant’s Registration Statement on Form S-8 (File
No. 001-12696), filed on October 31, 2000).
3.3 Registrant’s Certificate of Designation of Rights, Preferences and Privileges of Series A
Participating Preferred Stock filed with the Secretary of State of the State of Delaware on
April 1, 2002 (incorporated herein by reference from Exhibit (3.6) to the Registrant’s
Form 8-A (File No. 001-12696), filed on March 29, 2002).
4.1 Preferred Stock Rights Agreement, dated as of March 13, 2002 between the Registrant and
Equiserve Trust Company, N.A., including the Certificate of Designation, the form of Rights
Certificate and the Summary of Rights attached thereto as Exhibits A, B, and C, respectively
(incorporated herein by reference from Exhibit (4.1) to the Registrant’s Form 8-A (File No.
001-12696), filed on March 29, 2002).
10.1* Plantronics, Inc. Non-EMEA Quarterly Profit Sharing Plan (incorporated herein by
reference from Exhibit (10.1) to the Registrant’s Report on Form 10-K (File No. 001-12696),
filed on September 1, 2001).
10.2* Form of Indemnification Agreement between the Registrant and certain directors and
executives.
10.3.1* Regular and Supplemental Bonus Plan (incorporated herein by reference from Exhibit
(10.4(a)) to the Registrant’s Report on Form 10-K (File No. 001-12696), filed on
September 1, 2001).
10.3.2* Overachievement Bonus Plan (incorporated herein by reference from Exhibit (10.4(b)) to the
Registrant’s Report on Form 10-K (File No. 001-12696), filed on September 1, 2001).