Symantec 2012 Annual Report Download - page 61

such named executive officer under the same circumstances equity awards would accelerate under the Executive
Retention Plan. In addition, the Compensation Committee adopted the Symantec Corporation Executive Sev-
erance Plan, which provides certain severance benefits to our executive offers, including the named executive
officers, in the event that such executive officers are involuntarily terminated other than for cause (as defined in
the plan). Under the terms of this plan, eligible executive officers are entitled to receive a severance payment
equal to one year of base salary. Payment of the foregoing benefit is subject to the applicable officer returning a
release of claims. The foregoing benefit is in lieu of benefits provided to the officers under the Symantec Corpo-
ration Severance Plan, which provided 10 weeks of base salary for the first year of service plus two weeks of
base salary for every additional year of service. The Compensation Committee determined to modify these
arrangements for the same reason it adopted our Executive Retention Plan.
In connection with his promotion to CEO in 2009, we entered into an employment agreement with Enrique
Salem that provides him with certain benefits upon the involuntary termination of his employment under certain
circumstances, including acceleration of vesting and severance payments in connection with a change of control.
The change in control and severance benefits described above do not influence and are not influenced by the
other elements of compensation as these benefits serve different objectives than the other elements. We do not
provide for gross-ups of excise tax values under Section 4999 of the Internal Revenue Code. Rather, we allow the
named executive officer to reduce the benefit received or waive the accelerated vesting of options to avoid excess
payment penalties.
Details of each individual named executive officer’s benefits, including estimates of amounts payable in
specified circumstances in effect as of the end of fiscal 2012, are disclosed under “Potential Payments Upon
Termination or Change in Control” below.
SUPPLEMENTARY POLICIES AND CONSIDERATIONS
We use several additional policies to ensure that the overall compensation structure is responsive to stock-
holder interests and competitive with the market. Specific policies include:
Stock Ownership Requirements
We believe that in order to align the interests of our executive officers with those of our stockholders, our
executive officers should have a financial stake in our company. In October 2005, our Compensation Committee
instituted stock ownership requirements for our executive officers, which require that our executive officers hold
the following minimum number of shares:
‰CEO: 150,000 shares
‰CFO: 85,000 shares
‰Group Presidents and Executive Vice Presidents: 35,000 shares
‰Chief Accounting Officer (if not otherwise included above): 20,000 shares
In April 2012, to further enhance alignment between our executive officers and stockholder interests, the
Compensation Committee modified the stock ownership requirements to increase the minimum levels our execu-
tive officers are expected to hold starting in fiscal 2013:
‰CEO: 5x base salary
‰CFO: 3x base salary
‰Group Presidents and Executive Vice Presidents: 2x base salary
Stock options and unvested restricted stock awards or performance-based restricted stock units do not count
toward stock ownership requirements.
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