Symantec 2014 Annual Report Download - page 69

Download and view the complete annual report

Please find page 69 of the 2014 Symantec annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 183

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160
  • 161
  • 162
  • 163
  • 164
  • 165
  • 166
  • 167
  • 168
  • 169
  • 170
  • 171
  • 172
  • 173
  • 174
  • 175
  • 176
  • 177
  • 178
  • 179
  • 180
  • 181
  • 182
  • 183

of achievement for PRUs) and, if applicable, exercisable following a change in control of the Company (as
defined in the plan) after which the officer’s employment is terminated without cause or constructively termi-
nated by the acquirer within 12 months after the change in control. In the case of PRUs, PRUs will vest at target
if the change in control occurs prior to the first performance period, will vest as to eligible shares if the change in
control occurs following the first performance period but before achievement is determined with respect to the
second performance period, and will vest as to the sum of the eligible shares determined to be earned for the
second performance period plus 50% of the eligible shares if the change in control occurs following the second
performance period but before achievement is determined with respect to the third performance period.
Additionally, in accordance with the terms of the PRU award agreement, in the case that an executive’s employ-
ment with the Company terminates by reason of the executive’s death, total and permanent disability or an
involuntary termination by the Company other than for cause (as defined in the award agreement) after the end of
the first year of the performance period but prior to the end of the third year of the performance period, then the
executive will be entitled to payment of a prorated number of PRUs based on the number of months in the three-
year performance period during with the executive was employed by the Company, provided that the Company’s
performance met at least the threshold level of non-GAAP EPS performance during the first year of the perform-
ance period.
In April 2012, the Compensation Committee revised the plan to provide for the payment of a cash severance
benefit for our named executive officers equal to one times such officer’s base salary and target payout under the
Executive Annual Incentive Plan applicable to such named executive officer in the circumstances described
above (i.e., following a change in control of the Company after which the officer’s employment is terminated
without cause or constructively terminated by the acquirer within 12 months after the change in control.)
Symantec Executive Severance Plan
On April 30, 2012, the Compensation Committee adopted the Symantec Executive Severance Plan, effective
as of April 30, 2012, to provide severance benefits to specified officers of Symantec, including our named execu-
tive officers. The executive officers must meet certain criteria in order to participate in the plan, including,
among other criteria, (i) the executive officer was involuntarily terminated from active employment other than
for cause (as defined in the plan); (ii) the executive officer was not terminated due to the sale of a business, part
of a business, divestiture or spin-off and offered employment upon terms and conditions substantially identical to
those in effect immediately prior to such sale, divestiture or spin-off; and (iii) the executive officer is not entitled
to severance under any other plan, fund, program, policy, arrangement or individualized written agreement pro-
viding for severance benefits that is sponsored or funded by Symantec.
Under the terms of the plan, the executive officer will receive severance payments equal to one times the
sum of his or her base salary in effect at the time of his or her involuntary termination. The executive officer will
also receive a one-time bonus of $15,000, minus taxes and other legally required deductions. The executive offi-
cer is also entitled to receive six months of outplacement services, including counseling and guidance. The
executive officer is solely responsible for all COBRA premiums for his or her continuation coverage.
Payment of severance payments, one-time bonus payment and outplacement services pursuant to the
Symantec Executive Severance Plan is subject to the applicable executive officer returning a release of claims
against Symantec.
59