Seagate 2012 Annual Report Download - page 163

Seagate Technology Confidential
BENEFITS SCHEDULES
FOR THE SEAGATE TECHNOLOGY
EXECUTIVE SEVERANCE AND CHANGE IN CONTROL (CIC) PLAN
Benefits Payable in the Event of a Termination Event (involuntary termination) :
Tier:
2 Salary Grade: 184 through 187
Location: U.S. Level: Executive Vice Presidents
WITHOUT A CHANGE IN CONTROL
Base 20 months of Pay
Bonus Prior Year Bonus, if applicable, and Pro Rata Bonus
Other Outplacement services for two years following the Termination Date
Payout
Schedule
The lesser of (i) 50% of the Benefit and (ii) twice the compensation limit then in effect under Section 401(a)(17) of the
Code, payable within 20 business days following the Payment Confirmation Date, with the remainder payable 12 months
following the Termination Date.
DURING A CHANGE IN CONTROL PERIOD
Note: No enhanced benefits due to a Termination Event occurring within a Change in Control Period shall be paid prior to the effective date of
a Change in Control.
Base 24 months of Pay
Bonus 24 months of Target Bonus (less any Pro Rata Bonus already paid, if applicable)
Equity Upon the later of (i) a Termination Event occurring during a Change in Control Period and (ii) immediately prior to the
effective date of a Change in Control, other than as provided herein, there shall be full vesting of all unvested equity-based
awards (whether or not granted prior to or following the adoption of this Plan). Notwithstanding the applicable provisions of
the Eligible Executive’s award agreements or the relevant stock compensation plan governing such equity-based awards, if
a Termination Event occurs during a Change in Control Period but prior to the effective date of the Change in Control, no
unvested awards shall lapse or be forfeited solely on account of such Termination Event; provided, however, if the Change
in Control has not occurred within the 6-month period following the Termination Event, all such unvested awards shall
automatically lapse at the end of such 6-month period. In addition, if an award agreement specifies the manner and extent to
which such award shall become accelerated in connection with a Change in Control, the terms of such award agreement will
govern for purposes of determining the number of shares that will become vested in connection with a Termination Event
during a Change in Control Period.
Other Continued Coverage Payment, and
Outplacement services for two years following the Termination Date
Payout
Schedule
The lesser of (i) 100% of the Benefit and (ii) twice the compensation limit then in effect under Section 401(a)(17) of the
Code, payable within 20 business days following the Payment Confirmation Date, with the remainder, if any, payable 6
months and 1 day following the Termination Date.