Dell 2006 Annual Report Download - page 127

Table of Contents
Other Benefits — We reimburse directors for their reasonable expenses associated with attending Board meetings and
provide them with liability insurance coverage for their activities as directors.
Under our Certificate of Incorporation and Bylaws, the directors are entitled to indemnification from Dell to the fullest extent
permitted by Delaware corporate law. We have entered into indemnification agreements with each of the non-employee
directors. Those agreements do not increase the extent or scope of the indemnification provided, but were entered into to
establish processes and procedures for indemnification claims.
Director Compensation During Fiscal 2007 — The following table sets forth the compensation paid to the non-employee
directors for Fiscal 2007.
Fees Earned or Equity Awards(a)
Name Paid in Cash Stock Option Total
Mr. Carty(b) $ 20,000 $ 112,597 $ 122,728 $ 255,325
Mr. Gray 37,500 75,100 122,728 235,328
Ms. Krawcheck 75,000 26,336 27,161 128,497
Mr. Lafley 75,000 26,336 27,161 128,497
Ms. Lewent 15,000 112,597 210,298 337,895
Mr. Luce 95,000 4,887 23,003 122,890
Mr. Luft — 112,597(c) 138,343 250,940
Mr. Mandl 75,000 37,603 128,798 241,401
Mr. Miles 90,000 37,603 135,450 263,053
Mr. Nunn 15,000 112,597 141,519 269,116
(a) Represents the dollar amount of equity compensation cost recognized for financial statement reporting purposes with respect to Fiscal 2007,
computed in accordance with SFAS 123(R), excluding the impact of estimated forfeitures for service-based vesting conditions. See Note 6 of
Notes to Consolidated Financial Statements included in "Part II — Item 8 — Financial Statements and Supplementary Data" for a description of
the assumptions used in that computation. The actual value realized by the director with respect to stock awards will depend on the market
value of Dell common stock on the date the stock is sold, and the actual value realized by the director with respect to option awards will depend
on the difference between the market value of Dell common stock on the date the option is exercised and the exercise price.
The following table sets forth the number of shares covered by awards made in Fiscal 2007. All of these awards, other than those made to
Mr. Luce, were made on July 21, 2006, the date of the first Board meeting following last year's annual meeting of stockholders. The awards to
Mr. Luce were made on December 7, 2006, the date of the first Board meeting Mr. Luce attended after his reappointment to the Board in
September 2006.
Annual Annual Restricted New Director New Director
Restricted Stock Stock Option Stock in Lieu Restricted Stock Option
Name Award Award of Retainer Stock Award Award
Mr. Carty 3,944 15,775 3,836 — —
Mr. Gray 3,944 15,775 1,918 — —
Ms. Krawcheck 3,944 15,775 — 7,888 31,550
Mr. Lafley 3,944 15,775 — 7,888 31,550
Ms. Lewent 3,944 15,775 3,836 — —
Mr. Luce — — — 5,850 23,399
Mr. Luft 3,944 15,775 3,836 — —
Mr. Mandl 3,944 15,775 — — —
Mr. Miles 3,944 15,775 — — —
Mr. Nunn 3,944 15,775 3,836 — —
The restricted stock included in the Annual Restricted Stock Award column and the New Director Restricted Stock Award column vests ratably
over five years (20% per year), so long as the director remains a member of the Board. The portion that is unvested at the time the director
ceases to be a member of the Board (other than by reason of death or permanent disability) is forfeited. All unvested restricted stock vests
immediately upon death or permanent disability. The grant date fair value for these awards, computed in accordance with SFAS 123(R), was
$77,105 for each of the Annual Restricted Stock Awards; $154,211 for each of the New Director Restricted Stock Awards granted to
Ms. Krawcheck and Mr. Lafley; and $154,206 for the New Director Restricted Stock Award granted to Mr. Luce.
The stock options included in the Annual Stock Option Award column and the New Director Stock Option Award column vest ratably over five
years (20% per year), so long as the director remains a member of the Board. The portion that is unvested at the time the director ceases to be
a member of the Board (other than by reason of death or permanent disability) terminates. All
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