Symantec 2010 Annual Report Download - page 42

Termination of Employment; Withdrawal from the ESPP. Termination of a participant’s employment for any
reason, including retirement or death or the failure of the participant to remain in the continuous employ of
Symantec for at least 20 hours per week and more than five months in any calendar year during the applicable
Offering Period cancels his or her option to purchase shares under the ESPP and terminates his or her participation.
In such event, accumulated payroll deductions are returned (without interest unless required by applicable law) to
the participant.
A participant may withdraw from the ESPP at any time during an Offering Period prior to a date specified for
administrative reasons prior to the Purchase Date. Upon withdrawal, the participant’s accumulated payroll amounts
are returned to him or her, without interest unless required by applicable law.
Adjustment of Shares. Subject to any required action by our stockholders, in the event of a stock dividend,
recapitalization, stock split, reverse stock split, subdivision, combination, reclassification or similar change in the
capital structure of Symantec without consideration, proportionate adjustment shall be made to the number of
shares remaining available for issuance under the ESPP, the purchase price and number of shares subject to then-
outstanding options under the ESPP, and the maximum number of shares that may be purchased on any Purchase
Date.
Corporate Transactions. In the event of a proposed change of control of Symantec (as set forth in the ESPP),
each then-outstanding option under the ESPP will be assumed or an equivalent substitute option substituted by the
buyer, unless the Board elects in lieu of that treatment to simply shorten the Offering Period then in progress and
allow each outstanding option to be automatically exercised on a specified date preceding the closing of the
transaction. If the Board sets an earlier Purchase Date in connection with a change of control transaction, the
Offering Period then in progress will terminate on that Purchase Date.
Amendment and Termination of the ESPP. The Board may at any time amend or terminate the ESPP without
the approval of the stockholders or employees, except that a termination generally cannot adversely affect options
then outstanding (although the ESPP provides for certain exceptions to this rule).
Term. The ESPP expires ten years from the date of stockholder approval in 2008, unless sooner terminated by
the Board or unless we obtain stockholder approval of an amendment that extends the plan’s term.
U.S. Federal Income Tax Consequences
The following is a brief summary of the general U.S. federal income tax consequences to U.S. taxpayers and
Symantec of shares purchased under the Statutory Plan, which is a sub-plan of the ESPP. This summary is not
complete and does not discuss the tax consequences of a participant’s death or the income tax laws of any state or
foreign country in which the participant may reside. Tax consequences for any particular individual may be
different.
The Statutory Plan and the options granted under the Statutory Plan are intended to qualify for favorable
federal income tax treatment associated with rights granted under an “employee stock purchase plan” that qualifies
under provisions of Section 423 of the Code.
Amounts of a participant’s compensation withheld for the purchase of shares of our common stock under the
Statutory Plan will be subject to regular income and employment tax withholding as if such amounts were actually
received by the employee. Other than this, no income will be taxable to a participant until sale or other disposition of
the acquired shares. Under current law, no other withholding obligation applies to the events under the Statutory
Plan.
Tax treatment upon transfer of the purchased shares depends on how long the participant holds the shares from
the Purchase Date to the transfer date. If the stock is disposed of more than two years after the Offering Date, and
more than one year after the Purchase Date for the stock being transferred, then the lesser of (i) the excess of the fair
market value of the stock at the time of such disposition over the purchase price or (ii) the excess of the fair market
value of the stock as of the Offering Date over the purchase price (determined as of the Offering Date) will be treated
as ordinary income. Any further gain will be taxed as a long-term capital gain. Under current law, long-term capital
gains are generally subject to lower tax rates than ordinary income. If the fair market value of the stock on the date of
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