Equity Compensation Plan Information for Orbital

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ORB » Topics » Equity Compensation Plan Information

This excerpt taken from the ORB 10-K filed Feb 22, 2008.

Equity Compensation Plan Information

The following table sets forth certain information regarding our equity compensation plans as of December 31, 2007:

Number of Securities

Remaining Available for

Number of Securities

Weighted-Average

Future Issuance Under

to be Issued

Exercise Price

Equity Compensation

Upon Exercise of

of Outstanding

Plans (excluding

Outstanding Options,

Options, Warrants

securities reflected

Plan Category

Warrants and Rights

and Rights

in first column)

Equity Compensation Plans Approved by Security Holders⁽¹⁾

50,000

29.14

989,725

Equity Compensation Plans Not Approved by Security Holders⁽²⁾

3,485,512

11.52

408,138

Total

3,535,512

11.77

1,397,863


(1)		The equity compensation plans approved by our stockholders are our 1997 Stock Option and Incentive Plan (“1997 Option Plan”) and our 2005 Stock Incentive Plan (“2005 Stock Plan”). A subsequent amendment in 1998 to the 1997 Option Plan increasing the total number of authorized shares thereunder to 3,200,000 also was approved by our stockholders. For purposes of reporting on the options outstanding under the 1997 Option Plan, we have assumed that all 3,200,000 shares approved by stockholders were issued during 1997 and 1998. The 2005 Stock Plan has a maximum of 2,500,000 shares available for issuance, subject to adjustment upon the occurrence of certain events. The share numbers shown in this row do not include shares that may be issued under the company’s 1999 Employee Stock Purchase Plan, which currently has approximately 1,001,237 shares available for issuance, and do not include 1,097,188 shares subject to outstanding restricted stock and restricted stock unit awards.

(2)		As permitted by the then applicable rules of the NYSE, in 1999, 2000, 2001 and 2002, we amended the 1997 Option Plan to increase the number of securities available for issuance under that plan by


		1,800,000, 1,800,000, 1,800,000 and 2,000,000 shares, respectively, without seeking the approval of our stockholders. The 1997 Option Plan provides for awards of incentive or non-qualified stock options and shares of restricted stock and stock units to employees, directors, consultants and advisers of the company and its subsidiaries without giving effect to any exercises or cancellations. Under the terms of the 1997 Option Plan, options may not be issued at less than 100% of the fair market value of the company’s common stock on the date of grant. Options expire no more than 10 years following the grant date.

The information required by this Item is also included under the caption “Ownership of Common Stock” in our definitive proxy statement to be filed pursuant to Regulation 14A on or about March 10, 2008 and is incorporated herein by reference.


Item 13.	*Certain Relationships and Related Transactions, and Director Independence*

The information required by this Item is included under the caption “Information Concerning the Board of Directors and Its Committees — Related Person Transactions Policy, — Director Independence” in our definitive proxy statement to be filed pursuant to Regulation 14A on or about March 10, 2008 and is incorporated herein by reference.


Item 14.	*Principal Accounting Fees and Services*

The information required by this Item is included under the caption “Other Matters — Fees of Independent Registered Public Accounting Firm, — Pre-Approval of Audit and Non-Audit Services” in our definitive proxy statement to be filed pursuant to Regulation 14A on or about March 10, 2008 and is incorporated herein by reference.

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Orbital Sciences (ORB)

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