Vistaprint 2009 Annual Report Download - page 123

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(2) For each person or entity in the table above, the “Number of Shares Beneficially Owned” column may
include ordinary shares attributable to the person or entity because of that holder’s voting or investment
power or other relationship. The number of ordinary shares beneficially owned by each person or entity
included in the table above is determined under rules promulgated by the Securities and Exchange
Commission, or SEC. Under these rules, a person or entity is deemed to have “beneficial ownership” of
any shares over which that person or entity has or shares voting or investment power, plus any shares that
the person or entity may acquire within 60 days of the date established for the purpose of determining
ownership, including through the exercise of share options or through the vesting of restricted share units.
Unless otherwise indicated, each person or entity referenced in the table has sole voting and investment
power over the shares listed or shares such power with his or her spouse. The inclusion in the table of any
shares, however, does not constitute an admission of beneficial ownership of those shares by the named
shareholder.
(3) The percentage ownership for each shareholder on September 30, 2009 is calculated by dividing (1) the
total number of shares beneficially owned by the shareholder by (2) 43,057,421, the number of ordinary
shares outstanding on September 30, 2009, plus any shares issuable to the shareholder within 60 days after
September 30, 2009 (i.e., November 29, 2009), including restricted share units that vest and share options
that are exercisable on or before November 29, 2009.
(4) This information is based solely upon a Schedule 13G/A that the shareholder filed with the SEC on
September 11, 2009.
(5) This information is based solely upon a Schedule 13G that the shareholder filed with the SEC on July 31,
2009.
(6) This information is based solely upon a Schedule 13G/A that the shareholder filed with the SEC on
February 13, 2009.
(7) This information is based solely upon a Schedule 13G/A that the shareholder filed with the SEC on
January 12, 2009.
(8) Includes an aggregate of (i) 1,818,675 shares held by family trusts and other entities established for the
benefit of Mr. Keane and/or members of his immediate family, or the Trusts, (ii) 75,381 shares held by a
charitable entity established by Mr. Keane and his spouse, and (iii) 1,170,416 shares that the Trusts have
the right to acquire under share options and restricted share units that vest on or before November 29,
2009. Trustees other than Mr. Keane or his spouse hold voting and investment power with respect to the
ordinary shares owned by the Trusts and the ordinary shares issuable pursuant to share options and
restricted share units held by the Trusts; Mr. Keane and his spouse do not hold such power with respect to
the Trusts. Mr. Keane and his spouse share voting and investment power with respect to the shares held by
the charitable entity. Mr. Keane and his spouse disclaim beneficial ownership of the shares, share options
and restricted share units held by the Trusts and the charitable entity except to the extent of their pecuniary
interest therein.
(9) Includes 10,000 shares held by trusts established by Ms. Cebula and her spouse and 108,709 shares that
Ms. Cebula has the right to acquire under share options and restricted share units that vest on or before
November 29, 2009. Ms. Cebula disclaims beneficial ownership of the shares held by the trusts, except to
the extent of her pecuniary interest therein.
(10) Includes 33,564 shares that Mr. Giannetto has the right to acquire under share options and restricted share
units that vest on or before November 29, 2009.
(11) Includes 125,709 shares that Ms. Holian has the right to acquire under share options and restricted share
units that vest on or before November 29, 2009.
(12) Includes 20,347 shares that Mr. Gavin has the right to acquire under share options and restricted share units
that vest on or before November 29, 2009.
Proxy Statement
7