iRobot 2015 Annual Report Download - page 55
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Proxy Statement
Equity Compensation Plan Information
The following table provides information as of January 2, 2016 regarding shares of common stock that
may be issued under our equity compensation plans, consisting of the Amended and Restated 2004 Stock Option
and Incentive Plan, the 2005 Stock Option and Incentive Plan, as amended, the Evolution Robotics, Inc. 2007
Stock Plan, and the 2015 Stock Option and Incentive Plan.
Plan Category
Number of
securities to be
issued upon
exercise of
outstanding
options, units and
rights (a)
Weighted average
exercise price of
outstanding
options, units and
rights (b)
Number of
securities
remaining
available for future
issuance under
equity
compensation plan
(excluding
securities
referenced in
column (a))(c)
Equity compensation plans approved by
security holders 2,262,840 (1) $27.61 2,484,296 (2)
Equity compensation plans not
approved by security holders 49,079 (3) $ 4.52 —
Total 2,311,919 (4) $26.73 2,484,296
(1) Includes 1,238,471 shares of common stock issuable upon the exercise of outstanding options, 956,727
shares of common stock issuable upon the vesting of restricted stock units, and 67,642 shares of common
stock issuable upon the vesting of PSUs if specified performance metrics are achieved.
(2) As of January 2, 2016, there were no shares available for grants under the Amended and Restated 2004
Stock Option and Incentive Plan, our 2005 Stock Option and Incentive Plan, as amended, and the
Evolution Robotics, Inc. 2007 Stock Plan, and 2,484,296 shares available under the 2015 Stock Option and
Incentive Plan. In connection with the adoption of the 2015 Stock Option and Incentive Plan in 2015, the
board of directors determined that no further shares would be granted under any previous Plans.
(3) Represents shares issued pursuant to the Evolution Robotics, Inc. 2007 Stock Plan, acquired by the
company as part of the acquisition of Evolution Robotics, Inc., on October 1, 2012.
(4) Includes 1,287,550 shares of common stock issuable upon the exercise of outstanding options.
Potential Benefits Upon Termination or Change in Control
Severance and Change in Control Arrangements in General
The Company has entered into executive agreements with each of the named executive officers, the terms
of which are described in the “Compensation Discussion and Analysis” section above.
Notice of Annual Meeting of Stockholders and iRobot 2016 Proxy Statement
47