Sprint - Nextel 2007 Annual Report Download - page 74

PART III
Item 10. Directors, Executive Officers and Corporate Governance
The information required by this item regarding our directors is incorporated by reference to the information
set forth under the captions “Election of Directors—Nominees for Director,” “—Board Committees and Director
Meetings—The Audit Committee” and “—Board Committees and Director Meetings—The Nominating and
Corporate Governance Committee” in our proxy statement relating to our 2008 annual meeting of shareholders,
which will be filed with the SEC, and with respect to family relationships, to Part I of this report under
“Executive Officers of the Registrant.” The information required by this item regarding our executive officers is
incorporated by reference to Part I of this report under the caption “Executive Officers of the Registrant.” The
information required by this item regarding compliance with Section 16(a) of the Securities Exchange Act of
1934 by our directors, executive officers and holders of ten percent of a registered class of our equity securities is
incorporated by reference to the information set forth under the caption “Section 16(a) Beneficial Ownership
Reporting Compliance” in our proxy statement relating to our 2008 annual meeting of shareholders, which will
be filed with the SEC.
We have adopted the Sprint Nextel Code of Conduct, which applies to all of our directors, officers and
employees. The Code of Conduct is publicly available on our website at http://www.sprint.com/governance. If
we make any amendment to our Code of Conduct, other than a technical, administrative or non-substantive
amendment, or if we grant any waiver, including any implicit waiver, from a provision of the Code of Conduct,
that applies to our principal executive officer, principal financial officer, principal accounting officer or
controller, we will disclose the nature of the amendment or waiver on our website at the same location. Also, we
may elect to disclose the amendment or waiver in a current report on Form 8-K filed with the SEC.
Item 11. Executive Compensation
The information required by this item regarding compensation of executive officers and directors is
incorporated by reference to the information set forth under the captions “Election of Directors—Compensation
of Directors,” “Executive Compensation” and “Human Capital and Compensation Committee Report” in our
proxy statement relating to our 2008 annual meeting of shareholders, which will be filed with the SEC. No
information is required by this item regarding compensation committee interlocks.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
The information required by this item, other than the equity compensation plan information presented
below, is incorporated by reference to the information set forth under the captions “Security Ownership of
Certain Beneficial Owners” and “Security Ownership of Directors and Executive Officers” in our proxy
statement relating to our 2008 annual meeting of shareholders, which will be filed with the SEC.
Equity Compensation Plan Information
Currently we sponsor two active equity incentive plans, the 2007 Omnibus Incentive Plan, or 2007 Plan and
our Employee Stock Purchase Plan, or ESPP. We also sponsor the 1997 Long-Term Incentive Program, or the
1997 Program; the Nextel Incentive Equity Plan, or the Nextel Plan; and the Management Incentive Stock Option
Plan, or MISOP. On May 8, 2007, our shareholders approved the 2007 Plan, under which we may grant stock
options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance units
and other equity-based and cash awards to our employees, outside directors and certain other service providers.
Under the 2007 Plan, the Human Capital and Compensation Committee, or HC&CC, of our board of directors, or
one or more executive officers should the HC&CC so authorize, will determine the terms of each equity-based
award. On February 11, 2008, we made certain amendments to the 2007 Plan to comply with new tax
regulations, including new regulations under Section 409A of the Internal Revenue Code. No new grants can be
made under the 1997 Program, the Nextel Plan or the MISOP.
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