Symantec 2009 Annual Report Download - page 12

Q. 7. How many votes do I have?
A: You are entitled to one vote for each share of Symantec common stock held as of July 27, 2009, the record date.
Q. 8. What is the quorum requirement for the meeting?
A: A majority of our outstanding shares as of the record date must be present at the meeting in order to hold
the meeting and conduct business. This presence is called a quorum. Your shares are counted as present at
the meeting if you are present and vote in person at the meeting or if you have properly submitted a proxy.
Abstentions (i.e., if you or your broker mark “ABSTAIN” on a proxy card) and “broker non-votes” will be
considered to be shares present at the meeting for purposes of determining whether a quorum is present.
Broker non-votes occur when shares held by a broker for a beneficial owner are not voted with respect to a
particular proposal and generally occur because: (1) the broker does not receive voting instructions from
the beneficial owner and (2) the broker lacks discretionary authority to vote the shares. Banks and brokers
do not have discretionary authority to vote on their clients’ behalf on “non-routine” proposals.
For the purpose of determining whether stockholders have approved a particular proposal, abstentions are
treated as shares present or represented and voting. Broker non-votes are not counted or deemed to be
present or represented for the purpose of determining whether stockholders have approved a particular
proposal, though they are counted toward the presence of a quorum as discussed above. See Q.9 below for
additional discussion of the effect of abstentions and broker non-votes.
Q. 9. What is the vote required for each proposal?
A: The votes required to approve each proposal are as follows:
•Proposal No. 1 (Election of Directors). Directors will be elected by a plurality of the votes of the shares
present in person or represented by proxy at the meeting and entitled to vote in the election of directors.
Abstentions and broker non-votes are not taken into account in determining the outcome of the election of
directors.
•Proposal Nos. 2 and 3. Approval of each of Proposals 2 and 3 requires the affirmative vote by holders
of at least a majority of the shares of Symantec common stock entitled to vote thereon who attend the
meeting in person or are represented at the meeting by proxy. Abstentions will have the effect of a vote
against each such proposal, while broker non-votes will not be taken into account in determining the
outcome of the vote on these proposals.
Q. 10. What if I return a proxy card but do not make specific choices?
A: All proxies will be voted in accordance with the instructions specified on the proxy card. If you received a
Notice of Internet Availability, please follow the instructions included on the notice on how to access your
proxy card and vote over the Internet or by telephone. If you sign a physical proxy card and return it
without instructions as to how your shares should be voted on a particular proposal at the meeting, your
shares will be voted in accordance with the recommendations of our Board stated in Q.4 above.
If you do not vote and you hold your shares in street name, and your broker does not have discretionary
power to vote your shares, your shares may constitute “broker non-votes” (described in Q.8 above) and will
not be counted in determining the number of shares necessary for approval of the proposals. However, shares
that constitute broker non-votes will be counted for the purpose of establishing a quorum for the meeting.
Voting results will be tabulated and certified by the inspector of elections appointed for the meeting.
Q. 11. Who is paying for this proxy solicitation?
A: The expenses of soliciting proxies will be paid by Symantec. Following the original mailing of the proxies
and other soliciting materials, Symantec and its agents may solicit proxies by mail, electronic mail,
telephone, facsimile, by other similar means, or in person. Symantec has retained a proxy solicitation firm,
Georgeson Shareholder Communications, Inc., to aid it in the solicitation process. Symantec will pay
Georgeson a fee equal to $12,000, plus expenses. Our directors, officers, and other employees, without
additional compensation, may also solicit proxies personally or in writing, by telephone, e-mail, or
otherwise. Following the original mailing of the proxies and other soliciting materials, Symantec will
request brokers, custodians, nominees and other record holders to forward copies of the proxy and other
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