Symantec 2012 Annual Report Download - page 46

Our New CEO Compensation for Fiscal 2013
After the resignation of Enrique Salem, our former President and Chief Executive Officer, effective July 24,
2012, the Board appointed our Chairman, Stephen M. Bennett, as our current President and Chief Executive
Officer effective July 25, 2012. In August 2012, the Board approved Mr. Bennett’s compensation for his role as
our President and Chief Executive Officer for the remainder of fiscal 2013. In determining the appropriate com-
pensation for Mr. Bennett for fiscal 2013, the Board considered, among other things, the fact that Mr. Bennett’s
role as President and Chief Executive Officer commenced in the second quarter of fiscal 2013 and his compensa-
tion should be based on performance during his time as President and Chief Executive Officer since his ability to
influence the Company’s performance in fiscal 2013 was materially limited by starting his employment at the
end of July 2012. Since Mr. Bennett’s performance metrics are the same as our other NEOs and reflect perform-
ance for the full fiscal 2013, the Board decided to adjust his “Conditional PRU Award” (as defined in his PRU
Agreement) to assure that he would have an appropriate level of incentive for the two fiscal years after his first
shortened fiscal year of service. The Board does not intend to provide such adjustments going forward for
Mr. Bennett. For further details on Mr. Bennett’s compensation for his role as our current President and Chief
Executive Officer, please see the description under our Summary Compensation Table for Fiscal 2012 on page
54.
CEO Pay — Realized and Realizable Gains
The Compensation Committee believes that our executive officers’ total compensation should be reflective
of our company’s performance. Accordingly, a large portion of our executive officers’ compensation is com-
posed of equity awards, which derive their value based on our stock price performance. As a result, there can be
no assurance that these grant date fair values will ever be realized by the named executive officers. This risk is
illustrated in the chart below, which depicts our former CEO’s total compensation values calculated based on
grant date fair value equity values and realized and realizable equity gains.
CEO Total Compensation
Grant Date Fair Value vs. Realized and Realizable Gains
$10,000
$6,087
$9,290
$6,177
$8,000
$9,000
$6,000
$7,000
$4,000
$5,000
$2,000
$3,000
$0
$1,000
in thousands
FY10 FY11 FY12
Total Compensation based on Grant Date Fair Value
Total Compensation based on Realized and Realizable Gains
$8,476
$9,005
$6,986
‰The total compensation values based on realized and realizable gains are the sum of base salary, actual
Annual Incentive Plan payout earned for the fiscal year, actual cash-LTIP payout earned for the fiscal year
but not paid for 2 years after the fiscal year-end, and realized and realizable gains from the equity awards
granted for the fiscal year. The realized and realizable gains of equity awards generally represent the
intrinsic values of those equity awards, based upon the closing price for a share of our common stock of
$14.50 on July 2, 2012 (or, in the case of vested restricted stock unit awards, the closing price on the vest-
ing date).
‰The performance-based restricted stock unit value is based on the estimated number of shares that may be
earned based on probable outcome of performance conditions in light of our actual fiscal 2012 EPS per-
formance and relative TSR performance as of the end of fiscal 2012 and the closing price of our common
stock as of July 2, 2012.
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