|
|
 | | | |
- close
- close
- close
- close
This excerpt taken from the WDC DEF 14A filed Sep 28, 2009. Broad-Based
Stock Incentive Plan
On September 30, 1999, our Board of Directors approved the
Broad-Based Stock Incentive Plan under which options to purchase
947,275 shares of our common stock were outstanding as of
July 3, 2009. This plan was intended to qualify as
“broadly-based” under the New York Stock Exchange
stockholder approval policy at the time of its adoption and was
not submitted to our stockholders for approval. Following
approval of the 2004 Performance Incentive Plan by our
stockholders in November 2004, no new awards are permitted under
the Broad-Based Incentive Plan after such date and, therefore,
no shares remain available for grant under the plan.
None of the stock options that we granted under the plan are
incentive stock options under Section 422 of the Internal
Revenue Code and the term of each outstanding option granted
under the plan does not exceed ten years from the date of its
grant. There are no unvested restricted stock or restricted
stock unit awards outstanding under the plan.
The Compensation Committee of our Board of Directors administers
the Broad-Based Stock Incentive Plan. The committee has broad
discretionary authority to construe and interpret the plan. The
Compensation Committee may in its discretion provide financing
to a participant in a principal amount sufficient to pay the
purchase price of any award
and/or to
pay the amount of taxes required by law to be withheld with
respect to any award. Further, the Compensation Committee may,
through the terms of the award or otherwise, provide for lapse
of restrictions on an option or restricted stock award, either
immediately upon a change of control of Western Digital (as
defined in the plan), or upon termination of the eligible
employee’s employment within 24 months following a
change of control. The Compensation Committee may also provide
for the exercise, payment or lapse of restrictions on an award
that is only effective if no provision for the assumption or
substitution of the award is made in the change of control
transaction.
The Board of Directors or the Compensation Committee, subject to
rules of the New York Stock Exchange requiring stockholder
approval, may amend, alter or discontinue agreements evidencing
an award made under the plan. These amendments may include:
(i) reducing the exercise price of outstanding options; or
(ii) after the date of a change of control, impairing the
rights of any award holder, without such holder’s consent,
under any award granted prior to the date of any change of
control. No award, or any interest in an award may be
transferred in any manner, other than by will or the laws of
descent and distribution, unless the agreement evidencing an
award expressly states that it is transferable.
This excerpt taken from the WDC DEF 14A filed Sep 23, 2008. Broad-Based
Stock Incentive Plan
On September 30, 1999, our Board of Directors approved the
Broad-Based Stock Incentive Plan under which options to purchase
1,158,097 shares of our common stock were outstanding as of
June 27, 2008 and 5,000 shares of restricted stock
remained unvested as of June 27, 2008. This plan was
intended to qualify as “broadly-based” under the New
York Stock Exchange stockholder approval policy at the time of
its adoption and was not submitted to our stockholders for
approval. Following approval of the 2004 Performance Incentive
Plan by our stockholders in November 2004, no new awards are
permitted under the Broad-Based Incentive Plan after such date
and, therefore, no shares remain available for grant under the
plan.
None of the stock options that we granted under the plan are
incentive stock options under Section 422 of the Internal
Revenue Code and the term of each outstanding option granted
under the plan does not exceed ten years from the date of its
grant. All unvested shares of restricted common stock that are
outstanding under the plan are subject to time-based vesting
requirements. All of such shares of restricted stock will vest
on or
before September 21, 2008 unless such shares are earlier
forfeited as required by the plan or by an agreement evidencing
the award made under the plan.
The Compensation Committee of our Board of Directors administers
the Broad-Based Stock Incentive Plan. The committee has broad
discretionary authority to construe and interpret the plan. The
Compensation Committee may in its discretion provide financing
to a participant in a principal amount sufficient to pay the
purchase price of any award
and/or to
pay the amount of taxes required by law to be withheld with
respect to any award. Further, the Compensation Committee may,
through the terms of the award or otherwise, provide for lapse
of restrictions on an option or restricted stock award, either
immediately upon a change of control of Western Digital (as
defined in the plan), or upon termination of the eligible
employee’s employment within 24 months following a
change of control. The Compensation Committee may also provide
for the exercise, payment or lapse of restrictions on an award
that is only effective if no provision for the assumption or
substitution of the award is made in the change of control
transaction.
The Board of Directors or the Compensation Committee, subject to
rules of the New York Stock Exchange requiring stockholder
approval, may amend, alter or discontinue agreements evidencing
an award made under the plan. These amendments may include:
(i) reducing the exercise price of outstanding options; or
(ii) after the date of a change of control, impairing the
rights of any award holder, without such holder’s consent,
under any award granted prior to the date of any change of
control. No award, or any interest in an award may be
transferred in any manner, other than by will or the laws of
descent and distribution, unless the agreement evidencing an
award expressly states that it is transferable.
This excerpt taken from the WDC DEF 14A filed Sep 24, 2007. Broad-Based
Stock Incentive Plan
On September 30, 1999, our Board of Directors approved the
Broad-Based Stock Incentive Plan under which options to purchase
1,850,631 shares of our common stock were outstanding as of
June 29, 2007 and 128,323 shares of restricted stock
remained unvested as of June 29, 2007. This plan was
intended to qualify as “broadly-based” under the New
York Stock Exchange stockholder approval policy at the time of
its adoption and was not submitted to our stockholders for
approval. Following approval of the 2004 Performance Incentive
Plan by our stockholders in November 2004, no new awards are
permitted under the Broad-Based Incentive Plan after such date
and, therefore, no shares remain available for grant under the
plan.
None of the stock options that we granted under the plan are
incentive stock options under Section 422 of the Internal
Revenue Code and the term of each outstanding option granted
under the plan will not exceed ten years from the date of its
grant. All unvested shares of restricted common stock that we
awarded under the plan are subject to time-based vesting
requirements. All of such shares of restricted stock will vest
on or before September 21, 2008 unless such shares are
earlier forfeited as required by the plan or by an agreement
evidencing the award made under the plan.
The Compensation Committee of our Board of Directors administers
the Broad-Based Stock Incentive Plan. The committee has broad
discretionary authority to construe and interpret the plan. The
committee may in its discretion provide financing to a
participant in a principal amount sufficient to pay the purchase
price of any award
and/or to
pay the amount of taxes required by law to be withheld with
respect to any award. Any such loan must be subject to all
applicable legal requirements and restrictions pertinent
thereto. Further, the committee may, through the terms of the
award or otherwise, provide for lapse of restrictions on an
option or restricted stock award, either immediately upon a
change of control of Western Digital (as defined in the plan),
or upon termination of the eligible employee’s employment
within 24 months following a change of control. The
committee may also provide for the exercise, payment or lapse of
restrictions on an award that is only effective if no provision
is made in the change of control transaction.
The Board of Directors or the Compensation Committee, subject to
rules of the New York Stock Exchange requiring stockholder
approval, may amend, alter or discontinue agreements evidencing
an award made under the plan. These amendments may include:
(i) reducing the exercise price of outstanding options; or
(ii) after the date of a change of control, impairing the
rights of any award holder, without such holder’s consent,
under any award granted prior to the date of any change of
control. No award, or any interest in an award may be
transferred in any manner, other than by will or the laws of
descent and distribution, unless the agreement evidencing an
award expressly states that it is transferable.
Table of Contents
This excerpt taken from the WDC DEF 14A filed Dec 15, 2006. Broad-Based
Stock Incentive Plan
On September 30, 1999, our Board of Directors approved the
Broad-Based Stock Incentive Plan under which options to purchase
2,578,753 shares of our common stock were outstanding as of
June 30, 2006 and 220,956 shares of restricted stock
remained unvested as of June 30, 2006. This plan was
intended to qualify as “broadly-based” under the New
York Stock Exchange stockholder approval policy at the time of
its adoption and was not submitted to our stockholders for
approval. Following approval of the 2004 Performance Incentive
Plan by our stockholders in November 2004, no new awards are
permitted under the Broad-Based Incentive Plan after such date
and, therefore, no shares remain available for grant under the
plan.
None of the stock options that we granted under the plan are
incentive stock options under Section 422 of the Internal
Revenue Code and the term of each outstanding option granted
under the plan will not exceed ten years from the date of its
grant. All unvested shares of restricted common stock that we
awarded under the plan are subject to time-based vesting
requirements. All of such shares of restricted stock will vest
on or before September 21, 2008 unless such shares are
earlier forfeited as required by the plan or by an agreement
evidencing the award made under the plan.
Table of Contents
The Compensation Committee of our Board of Directors administers
the Broad-Based Stock Incentive Plan. The committee has broad
discretionary authority to construe and interpret the plan. The
committee may in its discretion provide financing to a
participant in a principal amount sufficient to pay the purchase
price of any award
and/or to
pay the amount of taxes required by law to be withheld with
respect to any award. Any such loan must be subject to all
applicable legal requirements and restrictions pertinent
thereto. Further, the committee may, through the terms of the
award or otherwise, provide for lapse of restrictions on an
option or restricted stock award, either immediately upon a
change of control of Western Digital (as defined in the plan),
or upon termination of the eligible employee’s employment
within 24 months following a change of control. The
committee may also provide for the exercise, payment or lapse of
restrictions on an award that is only effective if no provision
is made in the change of control transaction.
The Board of Directors or the Compensation Committee, subject to
rules of the New York Stock Exchange requiring stockholder
approval, may amend, alter or discontinue agreements evidencing
an award made under the plan. These amendments may include:
(i) reducing the exercise price of outstanding options; or
(ii) after the date of a change of control, impairing the
rights of any award holder, without such holder’s consent,
under any award granted prior to the date of any change of
control. No award, or any interest in an award may be
transferred in any manner, other than by will or the laws of
descent and distribution, unless the agreement evidencing an
award expressly states that it is transferable.
Table of Contents
This excerpt taken from the WDC 10-K filed Nov 20, 2006. Broad-Based
Stock Incentive Plan
On September 30, 1999, our Board of Directors approved the
Broad-Based Stock Incentive Plan under which options to purchase
2,578,753 shares of our common stock were outstanding as of
June 30, 2006 and 220,956 shares of restricted stock
remained unvested as of June 30, 2006. This plan was
intended to qualify as “broadly-based” under the New
York Stock Exchange stockholder approval policy at the time of
its adoption and was not submitted to our stockholders for
approval. Following approval of the 2004 Performance Incentive
Plan by our stockholders in November 2004, no new awards are
permitted under the Broad-Based Incentive Plan after such date
and, therefore, no shares remain available for grant under the
plan.
None of the stock options that we granted under the plan are
incentive stock options under Section 422 of the Internal
Revenue Code and the term of each outstanding option granted
under the plan will not exceed ten years from the date of its
grant. All unvested shares of restricted common stock that we
awarded under the plan are subject to time-based vesting
requirements. All of such shares of restricted stock will vest
on or before September 21, 2008 unless such shares are
earlier forfeited as required by the plan or by an agreement
evidencing the award made under the plan.
The Compensation Committee of our Board of Directors administers
the Broad-Based Stock Incentive Plan. The committee has broad
discretionary authority to construe and interpret the plan. The
committee may in its discretion provide financing to a
participant in a principal amount sufficient to pay the purchase
price of any award
and/or to
pay the amount of taxes required by law to be withheld with
respect to any award. Any such loan must be subject to all
applicable legal requirements and restrictions pertinent
thereto. Further, the committee may, through the terms of the
award or otherwise, provide for lapse of restrictions on an
option or restricted stock award, either immediately upon a
change of control of Western Digital (as defined in the plan),
or upon termination of the eligible employee’s employment
within 24 months following a change of control. The
committee may also provide for the exercise, payment or lapse of
restrictions on an award that is only effective if no provision
is made in the change of control transaction.
The Board of Directors or the Compensation Committee, subject to
rules of the New York Stock Exchange requiring stockholder
approval, may amend, alter or discontinue agreements evidencing
an award made under the plan. These amendments may include:
(i) reducing the exercise price of outstanding options; or
(ii) after the date of a change of control, impairing the
rights of any award holder, without such holder’s consent,
under any award granted prior to the date of any change of
control. No award, or any interest in an award may be
transferred in any manner, other than by will or the laws of
descent and distribution, unless the agreement evidencing an
award expressly states that it is transferable.
| EXCERPTS ON THIS PAGE:
|
| |||||||
