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This excerpt taken from the SMSC 10-Q filed Dec 21, 2006. Stock
Appreciation Rights Plan
In September 2004 and September 2006, the Company’s Board
of Directors approved a Stock Appreciation Rights (SAR) Plans
(the “Plan”), the purpose of which is to attract,
retain, reward and motivate employees and consultants to promote
the Company’s best interests and to share in its future
success. The Plan authorizes the
Table of Contents
STANDARD
MICROSYSTEMS CORPORATION AND SUBSIDIARIES
NOTES TO
CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Board’s Compensation Committee to grant up to four million
SAR awards to eligible officers, employees and consultants. Each
award, when granted, provides the participant with the right to
receive payment in cash, upon exercise, for the appreciation in
market value of a share of SMSC common stock over the
award’s exercise price. On July 11, 2006, the
Company’s Board of Directors approved the
2006 Director Stock Appreciation Rights Plan. The Company
can grant up to 200,000 Director SARs under this plan. The
exercise price of a SAR is equal to the closing market price of
SMSC stock on the date of grant. SAR awards generally vest over
four or five-year periods, and expire no later than ten years
from the date of grant.
Activity under the Stock Appreciation Rights Plan is summarized
below (shares in thousands):
The total unrecognized compensation cost related to SMSC’s
stock appreciation rights plan is $34.6 million as of
November 30, 2006. The weighted average period over which
the cost is expected to be recognized is 2.34 years.
The weighted average fair values per share of stock appreciation
rights granted in connection with the Company’s stock
incentive plans have been estimated utilizing the following
assumptions:
This excerpt taken from the SMSC 10-Q filed Oct 6, 2006. Stock
Appreciation Rights Plan
In September 2004, the Company’s Board of Directors
approved a Stock Appreciation Rights (SAR) Plan (the
“Plan”), the purpose of which is to attract, retain,
reward and motivate employees and consultants to promote the
Company’s best interests and to share in its future
success. The Plan authorizes the Board’s Compensation
Table of Contents
STANDARD
MICROSYSTEMS CORPORATION AND SUBSIDIARIES
NOTES TO
CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Committee to grant up to two million SAR awards to eligible
officers, employees and consultants. Each award, when granted,
provides the participant with the right to receive payment in
cash, upon exercise, for the appreciation in market value of a
share of SMSC common stock over the award’s exercise price.
On July 11, 2006, the Company’s Board of
Director’s approved the 2006 Director Stock
Appreciation Rights Plan. The Company can grant up to
42,000 Director SARs under this plan. The exercise price of
a SAR is equal to the closing market price of SMSC stock on the
date of grant. SAR awards generally vest over four or five-year
periods, and expire no later than ten years from the date of
grant.
Activity under the Stock Appreciation Rights Plan is summarized
below (shares in thousands):
The total unrecognized compensation cost related to SMSC’s
stock appreciation rights plan is $22 million as of
August 31, 2006.
The weighted average fair values per share of stock appreciation
rights granted in connection with the Company’s stock
incentive plans have been estimated utilizing the following
assumptions:
This excerpt taken from the SMSC 10-Q filed Jul 10, 2006. Stock
Appreciation Rights Plan
In September 2004, the Company’s Board of Directors
approved a Stock Appreciation Rights (SAR) Plan (the
“Plan”), the purpose of which is to attract, retain,
reward and motivate employees and consultants to promote the
Company’s best interests and to share in its future
success. The Plan authorizes the Board’s Compensation
Committee to grant up to two million SAR awards to eligible
officers, employees and consultants. Each award, when granted,
provides the participant with the right to receive payment in
cash, upon exercise, for the appreciation in market value of a
share of SMSC common stock over the award’s exercise price.
In October 2005, the Company’s Board of Director’s
approved the 2005 Director Stock Appreciation Rights Plan.
The Company can grant up to 42,000 Director SARs under this
plan. The exercise price of a SAR is equal to the closing market
price of SMSC
Table of Contents
STANDARD
MICROSYSTEMS CORPORATION AND SUBSIDIARIES
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
stock on the date of grant. SAR awards generally vest over four
or five-year periods, and expire no later than ten years from
the date of grant.
Activity under the Stock Appreciation Rights Plan is summarized
below (shares in thousands):
The weighted average fair values per share of stock appreciation
rights granted in connection with the Company’s stock
incentive plans have been estimated utilizing the following
assumptions:
This excerpt taken from the SMSC 10-K filed May 15, 2006. Stock
Appreciation Rights Plan
In September 2004, the Company’s Board of Directors
approved a Stock Appreciation Rights (SAR) Plan (the
“Plan”), the purpose of which is to attract, retain,
reward and motivate employees and consultants to promote the
Company’s best interests and to share in its future
success. The Plan authorizes the Board’s Compensation
Committee to grant up to two million SAR awards to eligible
officers, employees and consultants. Each award, when granted,
provides the participant with the right to receive payment in
cash, upon exercise, for the appreciation in market value of a
share of SMSC common stock over the award’s exercise price.
The exercise price of a SAR is equal to the closing market price
of SMSC stock on the date of grant. SAR awards generally vest
over four or five-year periods, and expire no later than ten
years from the date of grant.
Activity under the Stock Appreciation Rights Plan is summarized
below (shares in thousands):
The Company recognizes compensation expense for the appreciation
of a SAR award’s market value over its exercise price over
the term of the award. Based upon the Company’s $32.52
common stock price at February 28, 2006, $11.5 million
of accrued SAR compensation expense is reflected on the
Company’s February 28, 2006 consolidated balance
sheet, the current portion of which is $6.7 million,
reflecting compensation associated with SARs which are currently
vested or which will vest within fiscal 2007.
When a SAR is exercised, any difference between the actual
appreciation in the market value of the Company’s stock on
the date of exercise, which is paid to the participant in cash,
and the amount previously accrued as compensation expense, is
reflected as a current adjustment to compensation expense. The
Company recorded $13.0 million of compensation expense for
these awards during fiscal 2006, including $0.9 million
within costs of goods sold, $3.1 million within research
and development, and $9.0 million within selling, general
and administrative expenses. The Company recorded
$0.1 million of compensation expense for these awards
during fiscal 2005, primarily within selling, general and
administrative expenses.
Table of Contents
STANDARD
MICROSYSTEMS CORPORATION
AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
In October 2005, the Company’s Board of Director’s
approved the 2005 Director Stock Appreciation Rights Plan.
The Company can grant up to 42,000 Director SARs under this
plan, and 21,000 shares were granted during fiscal 2006 at
a weighted average price of $29.64. The Company recognizes
compensation expense for the appreciation of a SAR award’s
market value over its exercise price over the term of the award.
The Company expense for this plan was nominal in fiscal 2006,
and was included in the total SAR expense for employees detailed
above.
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