Plantronics 2006 Annual Report Download - page 103

part ii
On May 2, 2006, Plantronics announced that the Company’s Board of Directors had declared the
Company’s eighth quarterly cash dividend of $0.05 per share of the Company’s common stock, payable
on June 9, 2006 to stockholders of record on May 19, 2006.
15. Stock Option Plans and Stock Purchase Plans
EMPLOYEE STOCK PLAN. In June 2003, the Board of Directors and stockholders approved the
Plantronics Inc. Parent Corporation 2003 Stock Plan (the ‘‘2003 Stock Plan’’). Under the 2003 Stock
Plan, 3,300,000 shares of common stock (which number is subject to adjustment in the event of stock
splits, reverse stock splits, recapitalization or certain corporate reorganizations) were cumulatively
reserved since inception for issuance to employees, directors and consultants of Plantronics, as approved
by the Compensation Committee of the Board of Directors and the Stock Option Plan Committee
(comprised of the CEO and a representative of the Finance, Human Resources and Legal departments).
Under the 2003 Stock Plan, the Company may not grant more than 20% of the 1,000,000 shares initially
reserved for issuance as Restricted Stock Awards and Restricted Stock Units. On July 21, 2004,
1,000,000 shares were added to the plan, of which no more than 20% may be granted as Restricted Stock
Awards, Restricted Stock Units and Stock Appreciation Rights. On July 21, 2005, 1.3 million shares
were added to the plan and may only be used for the grant of the Stock Options. The 2003 Stock Plan
has a term of 10 years (unless amended or terminated earlier by the Board of Directors), provides for
incentive stock options as well as nonqualified stock options to purchase shares of common stock, and is
due to expire in September 2013.
Under the existing Employee Stock Option Plan, incentive stock options may not be granted at less than
100% of the estimated fair market value of the Company’s common stock at the date of grant, as
determined by the Board of Directors, and the option term may not exceed 7 years. Incentive stock
options granted to a 10% stockholder may not be granted at less than 110% of the estimated fair market
value of the common stock at the date of grant and the option term may not exceed five years. All stock
options granted on or after May 16, 2001, may not be granted at less than 100% of the estimated fair
market value of the Company’s common stock at the date of grant.
In September 1993, the Board of Directors approved the Plantronics Inc. Parent Corporation 1993 Stock
Option Plan (the ‘‘1993 Stock Option Plan’’). Under the 1993 Stock Option Plan, 22,927,726 shares of
common stock (which number is subject to adjustment in the event of stock splits, reverse stock splits,
recapitalization or certain corporate reorganizations) were reserved cumulatively since inception for
issuance to employees and consultants of Plantronics, as approved by the Compensation Committee of
the Board of Directors and the Stock Option Plan Committee (comprised of the CEO and a
representative of the Finance, Human Resources and Legal departments). The 1993 Stock Option Plan
had a term of 10 years, provided for incentive stock options as well as nonqualified stock options to
purchase shares of common stock, and the ability to grant new options under this 1993 Stock Option
Plan, expired in September 2003.
Options granted prior to June 1999 and after September 2004 generally vest over a four-year period and
those options granted subsequent to June 1999 but before September 2004 generally vest over a five-year
period. In July 1999, the Stock Option Plan Committee was authorized to make option grants to
employees who are not senior executives pursuant to guidelines approved by the Compensation
Committee and subject to quarterly reporting to the Compensation Committee.
DIRECTORS’ STOCK OPTION PLAN. In September 1993, the Board of Directors adopted a
Directors’ Stock Option Plan (the ‘‘Directors’ Option Plan’’) and has reserved cumulatively since
inception a total of 300,000 shares of common stock (which number is subject to adjustment in the event
of stock splits, reverse stock splits, recapitalization or certain corporate reorganizations) for issuance to
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