Sprint - Nextel 2011 Annual Report Download - page 263

subsidiaries), (B) no Person (other than the Corporation, such entity resulting from such Business Transaction, or any
employee benefit plan (or related trust) sponsored or maintained by the Corporation or any Subsidiary or such entity resulting
from such Business Transaction) beneficially owns, directly or indirectly, thirty percent (30%) or more of the combined voting
power of the then outstanding shares of Voting Stock of the entity resulting from such Business Transaction, and (C) at least a
majority of the members of the board of directors of the entity resulting from such Business Transaction were Incumbent
Directors at the time of the execution of the initial agreement or of the action of the Board providing for such Business
Transaction; or
(iii) during any consecutive 18-month period, more than thirty percent (30%) of the Board ceases to be comprised of
Incumbent Directors; or
(iv) consummation of a transaction that implements in whole or in part a resolution of the stockholders of the
Corporation authorizing a sale of all or substantially all of Corporation’s assets or a complete liquidation or dissolution of the
Corporation, except pursuant to a Business Transaction that complies with clauses (A), (B) and (C) of Section 2(h)(ii).
(i) “CIC Severance Plan” means the Sprint Nextel Corporation Change in Control Severance Plan, as it may be amended
from time to time or any successor plan, program, agreement or arrangement.
(j) “CIC Severance Protection Period” means, except as otherwise provided in a Participant’s Evidence of Award, the time
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eriod commencing on the date of the first occurrence of a Change in Control and continuing until the earlier of: (i) the 18-month anniversary
of such date, and (ii) the Participant’s death. To the extent provided in a Participant’s Evidence of Award, a CIC Severance Protection Period
also shall include the time period before the occurrence of a Change in Control for a Participant who is subject to a Pre-CIC Termination.
(k) “Code” means the Internal Revenue Code of 1986, as amended from time to time, including any rules and regulations
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romulgated thereunder, along with Treasury and IRS interpretations thereof. Reference to any section or subsection of the Code includes
reference to any comparable or succeeding provisions of any legislation that amends, supplements or replaces such section or subsection.
(l) “Common Stock” means the Series 1 common stock, par value $2.00 per share, of the Corporation or any security into
which such shares of Common Stock may be changed by reason of any transaction or event of the type referred to in Section 12 of this Plan.
(m) “Compensation Committee” means the Human Capital and Compensation Committee of the Board, or any other
committee of the Board or subcommittee thereof authorized to administer this Plan in accordance with Section 11 of the Plan.
(n) “Corporation” means Sprint Nextel Corporation, a Kansas corporation, and its successors.
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