Support.com 2008 Annual Report Download - page 88

Table of Contents
Securities Authorized for Issuance Under Equity Compensation Plans
Equity Compensation Plan Information
As of December 31, 2008
Number of securities
to be issued upon
exercise of
outstanding options,
warrants, and rights
Weighted-average
exercise price of
outstanding
options, warrants,
and rights
Number of securities
remaining available
for future issuance
under equity
compensation plans
(excluding securities
reflected in column (a))
Plan Category (a) (b) (c)
Equity Compensation Plans approved by security
holders (1) 13,635,580 $ 4.41 3,992,103(2)
Equity Compensation Plans not approved by
security holders (3) — — —
Total 13,635,580 $ 4.41 3,992,103(4)
(1) Includes 1998 Stock Option Plan and 2000 Omnibus Equity Incentive Plan. Stock options, restricted stock, restricted stock units or stock appreciation
rights may be awarded under the 2000 Omnibus Equity Incentive Plan and 1998 Stock Option Plan.
(2) The number of shares reserved for issuance under the 2000 Omnibus Equity Incentive Plan (the “2000 Incentive Plan”) is subject to an annual increase as
follows:
The aggregate number of options, stock appreciate rights, stock units and restricted shares of common stock that may be awarded under the 2000 Incentive
Plan shall automatically increase each year by a number equal to the lesser of (i) 2,000,000 shares of common stock, (ii) 5% of the outstanding shares of
common stock on December 31 of such year or (iii) a lesser amount determined by our board of directors. The aggregate number of shares of common
stock which may be issued under the 2000 Incentive Plan shall at all times be subject to adjustment as a result of stock splits, dividends payable in shares,
combinations or consolidations of outstanding stock, recapitalizations, mergers or reorganizations. The number of shares of common stock which are
subject to options or other rights outstanding at any time under the 2000 Incentive Plan shall not exceed the number of shares which then remain available
for issuance under the 2000 Incentive Plan. During the term of the 2000 Incentive Plan, we shall at all times reserve and keep available sufficient shares of
common stock to satisfy the requirements of the 2000 Incentive Plan.
(3) None.
(4) The amount does not include 1,649,427 shares available for purchase pursuant to our 2000 Employee Stock Purchase Plan. Shares of common stock will
be purchased at a price equal to 85% of the fair market value per share of common stock on either the first day preceding the six-month offering period or
the last date of the offering period, whichever is less. The number of shares reserved for issuance shall automatically increase each year by a number equal
to the lesser of (i) 2,000,000 shares, (ii) 3% of the outstanding common stock on that date, or (iii) a lesser amount determined by our board of directors.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE.
The information required by Item 13 of Form 10-K is incorporated herein by reference from the information contained in the sections entitled “Certain
Relationships and Related Transactions,” “Compensation Committee Interlocks and Insider Participation” and “Director Independence” in our Proxy Statement.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
The information required by Item 14 of Form 10-K is incorporated herein by reference from the information contained in the sections entitled “Principal
Accountant Fees and Services” and “Audit Committee Pre-Approval Policies and Procedures” in our Proxy Statement.
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Source: SUPPORTSOFT INC, 10-K, March 11, 2009