SanDisk 2009 Annual Report Download - page 31

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Proxy Statement
(5) Includes 43,750 shares subject to immediately exercisable options granted to Mr. Gomo, but some of the
shares subject to those options are currently unvested and would, if purchased, be subject to a repurchase
right of the Company that lapses over time. Excludes 5,752 shares restricted stock units that will not vest on
February 25, 2010 or within 60 days after that date.
(6) Includes 1,964,568 shares held in the name of a trust for the benefit of Dr. Harari and his spouse, 561,495
shares held in the name of two grantor retained annuity trusts of which Dr. Harari is trustee, and 561,495
shares held in the name of two grantor retained annuity trusts of which Dr. Harari’s spouse is trustee. Also
includes 2,236,310 shares subject to outstanding options granted to Dr. Harari, which were exercisable on
February 25, 2010, or within 60 days after that date. Also includes 100,404 shares held in the name of a trust
for the benefit of Dr. Harari’s children. Excludes 65,904 restricted stock units that will not vest on
February 25, 2010 or within 60 days after that date.
(7) Includes 50,000 shares subject to immediately exercisable options granted to Mr. Hartenstein, but some of
the shares subject to those options are currently unvested and would, if purchased, be subject to a repurchase
right of the Company that lapses over time. Excludes 5,752 restricted stock units that will not vest on
February 25, 2010 or within 60 days after that date.
(8) Includes 25,000 shares subject to immediately exercisable options granted to Dr. Hu, but some of the shares
subject to those options are currently unvested and would, if purchased, be subject to a repurchase right of
the Company that lapses over time. Excludes 17,811 restricted stock units that will not vest on February 25,
2010 or within 60 days of that date.
(9) Includes 292,074 shares held in the name of a trust of which Ms. Lego is the trustee. Also includes
129,250 shares subject to immediately exercisable options granted to Ms. Lego, but some of the shares
subject to those options are currently unvested and would, if purchased, be subject to a repurchase right of
the Company that lapses over time. Excludes 5,752 restricted stock units that will not vest on February 25,
2010 or within 60 days after that date.
(10) Includes 5,994 shares held in the name of a trust for the benefit of Mr. Marks and his spouse, 70,000 shares
held by limited liability companies controlled by Mr. Marks, 6,000 shares held in the name of a trust for the
benefit of his son and 6,000 shares held in the name of a trust for the benefit of his daughter. Also includes
127,250 shares subject to immediately exercisable options granted to Mr. Marks, but some of the shares
subject to those options would, if exercised, be subject to a repurchase right of the Company that lapses over
time. Excludes 5,752 restricted stock units that will not vest on February 25, 2010 or within 60 days after
that date.
(11) Includes 88,872 shares held in the name of a trust for the benefit of Mr. Mehrotra and his spouse, 31,644
shares held in the name of a grantor retained annuity trust of which Mr. Mehrotra is trustee, and 31,644
shares held in the name of a grantor retained annuity trust of which Mr. Mehrotra’s spouse is trustee. Also
includes 944,750 shares subject to outstanding options granted to Mr. Mehrotra, which were exercisable on
February 25, 2010 or within 60 days after that date, and 12,500 restricted stock units that will be vested as of
February 25, 2010 or within 60 days after that date. Excludes 50,000 restricted stock units that will not vest
on February 25, 2010 or within 60 days after that date.
(12) Comprised of 52,583 shares held as community property in the name of Dr. Meindl and his spouse and
95,250 shares subject to immediately exercisable options granted to Dr. Meindl, but some of the shares
subject to those options are currently unvested and would, if purchased, be subject to a repurchase right of
the Company that lapses over time. Excludes 5,752 restricted stock units that will not vest on February 25,
2010 or within 60 days after that date.
(13) Includes shares subject to options exercisable as of February 25, 2010, or within 60 days after that date, and
restricted stock units that will be vested as of February 25, 2010 or within 60 days after that date, including
those identified in notes (1), (2), (3), (4), (5), (6), (7), (8), (9), (10), (11) and (12).
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