Symantec 2016 Annual Report Download

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2016 Annual Report
Proxy Statement and Form 10-K

Table of contents

  • Page 1
    2016 Annual Report Proxy Statement and Form 10-K

  • Page 2
    ...of our new strategy and the expected impact thereof, the anticipated impact of our acquisitions, our intent to pay quarterly cash dividends in the future, and other characterizations of future events or circumstances are forward-looking statements. These statements are only predictions, based on our...

  • Page 3
    ... Net revenue Operating income Operating margin Net income Diluted earnings per share Diluted weighted-average shares outstanding Reconciliation of Non-GAAP Adjustments Gross profit EDS & NDI contingency Unallocated corporate charges Stock-based compensation Amortization of intangible assets Total...

  • Page 4
    ... number one market share in the secure web gateway segment. In its last fiscal year, ended April 30th, Blue Coat generated $755 million in non-GAAP revenue, growing 14% year-over-year. Following the close of the transaction, we appointed Greg Clark as CEO of Symantec. Greg, formerly the CEO of Blue...

  • Page 5
    ... the future of cybersecurity by intelligently protecting our customers from advanced attacks, protecting the workforce of the future, and helping customers embrace the cloud generation. Thank you for your continued support. Regards, the Board of Directors of Symantec Corporation Daniel H. Schulman...

  • Page 6
    [THIS PAGE INTENTIONALLY LEFT BLANK]

  • Page 7
    ... Tuesday, November 1, 2016, at Symantec Corporation's offices located at 350 Ellis Street, Mountain View, California 94043. For your convenience, we are pleased to offer a live and re-playable webcast of the Annual Meeting at investor.symantec.com. We are holding the Annual Meeting for the following...

  • Page 8
    [THIS PAGE INTENTIONALLY LEFT BLANK]

  • Page 9
    ... and Meetings ...Executive Sessions ...Succession Planning ...Attendance of Board Members at Annual Meetings ...THE BOARD AND ITS COMMITTEES ...Audit Committee ...Compensation and Leadership Development Committee ...Nominating and Governance Committee ...DIRECTOR NOMINATIONS AND COMMUNICATION WITH...

  • Page 10
    ...Ownership Reporting Compliance ...EXECUTIVE COMPENSATION AND RELATED INFORMATION ...Compensation Discussion & Analysis (CD&A) ...Summary Compensation Table for Fiscal 2016 ...Grants of Plan-Based Awards in Fiscal 2016 ...Outstanding Equity Awards at Fiscal Year-End 2016 ...Option Exercises and Stock...

  • Page 11
    ... voting. 2016 ANNUAL MEETING OF STOCKHOLDERS INFORMATION Date and Time: Place: Webcast: Record Date: Tuesday, November 1, 2016 at 9:00 a.m. Pacific Time Symantec Corporation's offices located at 350 Ellis Street, Mountain View, California 94043 A live and re-playable webcast of the Annual Meeting is...

  • Page 12
    ...by Full Board and Committees Stockholder Ability to Call Special Meetings (15% threshold) Stockholder Ability to Act by Written Consent Non-stockholder Approved Poison Pill Annual Advisory Vote on Executive Compensation Prohibit Short-selling, Hedging and Pledging Symantec Securities Stock Ownership...

  • Page 13
    ...FOR FISCAL 2016: Component Base Salary Executive Annual Incentive Award Key Characteristics Based on talent, experience, performance, contribution levels, individual role, positioning relative to market, and our overall salary budget. Our executive officers were eligible to receive performance-based...

  • Page 14
    ...of Ethics for Chief Executive Officer and Senior Financial Officers pertaining to a member of our Board or one of our executive officers will be disclosed on our website at the above-referenced address. Policy Against Short-Selling, Hedging and Pledging Symantec Securities Our Insider Trading Policy...

  • Page 15
    ... It is the policy of the Board and NASDAQ's rules require that listed companies have a board of directors with at least a majority of independent directors, as defined under NASDAQ's Marketplace Rules. Currently, each member of our Board, other than our Chief Executive Officer, Gregory S. Clark, is...

  • Page 16
    ... oversee the management of risks that may arise in connection with our company's governance structures, processes and policies. The Board is kept abreast of its committees' risk oversight and other activities via reports of the committee chairmen to the full Board during the Board meetings. In...

  • Page 17
    ...financial expertise of members of the Audit Committee; ‰ Selecting and approving director nominees; ‰ Selecting, evaluating and compensating the Chief Executive Officer; ‰ Reviewing and discussing succession planning for the senior management team, and for lower management levels to the extent...

  • Page 18
    ...the full Board. Each member of the Audit Committee, Compensation and Leadership Development Committee and Nominating and Governance Committee was appointed by the Board. Each of the Board committees has a written charter approved by the Board and available on our website at investor.symantec.com, by...

  • Page 19
    ... directors of our Board all compensation arrangements for our Chief Executive Officer. ‰ Determine stock ownership guidelines for our Board and executive officers. ‰ Review our company's overall compensation and benefits and programs. ‰ Administer our equity incentive and stock purchase...

  • Page 20
    ...and governance issues. ‰ Monitor compliance under the stock ownership guidelines as set by the Compensation Committee for the Board and executive officers. ‰ Implement and oversee the processes for evaluating the Board, its committees and the CEO on an annual basis. ‰ Oversee the management of...

  • Page 21
    ... and policy issues at a senior level. ‰ Public Company Board Experience. Directors who have served on other public company boards can offer advice and insights with regard to the dynamics and operation of a board of directors; the relations of a board to the company's chief executive officer and...

  • Page 22
    ... - Stockholder Proposals for the 2017 Annual Meeting." Contacting the Board of Directors Any stockholder who wishes to contact members of our Board may do so by mailing written communications to: Symantec Corporation 350 Ellis Street Mountain View, California 94043 Attn: Corporate Secretary The...

  • Page 23
    ... to the Board. In June 2016, we entered into a definitive agreement under which we acquired Blue Coat, Inc. (the "Blue Coat Acquisition") and Mr. Clark replaced Michael A. Brown as our Chief Executive Officer, and joined our Board at the closing of the transaction on August 1, 2016. In June 2016, we...

  • Page 24
    ..., Mr. Clark, served as the Chief Executive Officer of Blue Coat and as a member of Blue Coat's board of directors from September 2011. Prior to joining Blue Coat, Mr. Clark was the President and Chief Executive Officer of Mincom, a global software and service provider to asset-intensive industries...

  • Page 25
    ... School and a bachelor's degree from Harvard University. Director Qualifications: ‰ Industry and Technology Experience - former member of the board of directors of Blue Coat; Managing Director of Bain Capital; and member of the board of directors of BMC Software and Viewpoint Construction Software...

  • Page 26
    ... previously served as coChief Executive Officer of McKesson HBOC, Inc., a healthcare services company, and as Chief Executive Officer of iMcKesson LLC, also a healthcare services company, from July 1999 to February 2001. Mr. Mahoney is a member of the board of directors of Adamas Pharmaceuticals...

  • Page 27
    ... Managing Director, Head of Change Leadership and a member of the Wealth Management Americas Executive Committee of UBS Financial Services, a global financial services firm, from April 2012 to September 2013. She was Group Managing Director and Chief Operating Officer of Wealth Management Americas...

  • Page 28
    ... positions of global financial services firms. ‰ Leadership Experience - former Managing Director and Chief Operating Officer and various executive positions of global financial services firms. ‰ Public Company Board Experience - current member of the board of directors of ServiceNow, Inc. and...

  • Page 29
    ... number of leadership positions including Major General and Commander, 24th Air Force/Network Operations from April 2011 to October 2013; Special Assistant to the Vice Chief of Staff from December 2010 to April 2011; Director of Plans and Policy, U.S. Cyber Command from May 2010 to December 2010 and...

  • Page 30
    ... was compensated. Annual Equity Awards. Pursuant to a Non-Employee Director Grant Policy adopted by our Board, each nonemployee member of the Board receives an annual award of fully-vested restricted stock under the 2013 Equity Incentive Plan, as amended (the "2013 Plan"), having a fair market value...

  • Page 31
    ... of the annual equity award (or applicable portion thereof); ‰ New directors will have three years to reach the minimum holding level; and ‰ Notwithstanding the foregoing, directors may sell enough shares to cover their income tax liability on vested grants. Symantec stock ownership information...

  • Page 32
    ... fee for his service for fiscal 2016. Mr. Hao did not receive an RSU grant for his service during fiscal 2016. (6) In lieu of cash, Mr. Miller received 100% of his annual retainer fee of $50,000 in the form of our common stock. Accordingly, pursuant to the terms of the 2000 Director Equity Incentive...

  • Page 33
    ... impair KPMG's independence from Symantec. The aggregate fees billed for fiscal years 2016 and 2015 for each of the following categories of services are as follows: Fees Billed to Symantec 2016 2015 Audit fees(1) ...Audit related fees(2) ...Tax fees(3) ...All other fees(4) ...Total fees ... $21,972...

  • Page 34
    ... registered public accounting firm and management are required to periodically report to the Audit Committee regarding the extent of services provided by the independent registered public accounting firm in accordance with this pre-approval, and the fees for the services performed to date. The...

  • Page 35
    ... long-term success. Based on a review of Symantec's historical practice, the recent trading price of our common stock, and advice from its independent compensation consultant, the Compensation Committee and the Board currently believe the additional share request will be sufficient to cover awards...

  • Page 36
    ... For example, the weighted average common shares outstanding decreased from 696,309,329 shares in fiscal 2014 to 670,002,129 shares in fiscal 2016, due in part to Symantec's stock repurchase programs. Plan History The 2013 Plan was originally adopted by the Board in July 2013, and it was approved by...

  • Page 37
    ...annual report on Form 10-K. ** No stock options or SARs were granted in fiscal 2014, 2015 and 2016. Our burn rates for the past two fiscal years have been higher than we initially estimated for reasons including the following: ‰ Our the weighted average number of shares of common stock outstanding...

  • Page 38
    ... the purchase price, if any, of other stock awards may be paid by cash, check, broker assisted same-day sales or other methods permitted by the 2013 Plan, the administrator and applicable law. Adjustment of Shares. In the event of a stock dividend, recapitalization, stock split, reverse stock split...

  • Page 39
    ... non-employee director will be eligible to receive more than 2,000,000 shares in any one fiscal year. Pursuant to a policy adopted by the Board effective April 2, 2016, each non-employee member of the Board receives an annual award of fully-vested restricted stock units having a fair market value on...

  • Page 40
    ...83(b) Election"), the participant will include in income as ordinary income the fair market value of the shares of stock on the date of receipt of the award, less any purchase price paid for such shares. The income will be subject to withholding by Symantec (either by payment in cash or withholding...

  • Page 41
    ...any 2013 Plan-based awards in fiscal 2016. Name Restricted Stock Units Granted Named Executive Officers: Michael A. Brown ...Thomas J. Seifert ...Balaji Yelamanchili ...Scott C. Taylor ...Francis C. Rosch ...All current executive officers as a group (8 persons) All current non-employee directors as...

  • Page 42
    ...by our executive officers. ‰ We continue to grant performance-based restricted stock units ("PRUs") to our named executive officers as a regular part of our annual executive compensation program. We do not award any stock options to our executives. ‰ Our various incentive plans use multiple, non...

  • Page 43
    qualified executive management and maximizing long-term stockholder value. We encourage you to read the Compensation Discussion & Analysis, compensation tables and narrative discussion in this proxy statement. The vote to approve the compensation of our named executive officers is advisory, and ...

  • Page 44
    ...Senior Manager and Vice Director of Ernst & Young. Mr. Garfield has a bachelor's degree in business economics from University of California at Santa Barbara. Mr. Noviello has served as our Executive Vice President and Chief Integration Officer since August 2016 following the closing of the Blue Coat...

  • Page 45
    ...President and General Counsel at Narus, Inc., a venture-backed private company that designs IP network management software. Mr. Taylor is a member of the board of directors of Piper Jaffray Companies. He holds a juris doctorate from George Washington University, and a bachelor's degree from Stanford...

  • Page 46
    ...be the beneficial owner of more than 5% of Symantec common stock, (ii) each member of the Board, (iii) the named executive officers of Symantec included in the Summary Compensation Table appearing on page 58 of this proxy statement and (iv) all current executive officers and directors of Symantec as...

  • Page 47
    ... is 555 California Street, 40th Floor, San Francisco, CA 94104. Based solely on a Schedule 13G/A filing made by the BlackRock, Inc. on January 27, 2016, reporting sole voting and dispositive power over the shares. This stockholder's address is 55 East 52nd Street, New York, NY 10055. Based solely on...

  • Page 48
    ... our continued commitment to pay-for-performance and to corporate governance best practices: ‰ Payouts based on Performance. We reward performance that meets our predetermined goals. Our compensation plans do not have guaranteed payout levels, and our named executive officers do not receive any...

  • Page 49
    ..., we returned to stockholders nearly $368 million through the repurchase of 17 million shares of our common stock in open market transactions ‰ In connection with our increased focus on cybersecurity and our operational improvement plan, we also announced a cost reduction initiative in fiscal 2016...

  • Page 50
    ...: our stock price and TSR ranking for our company as compared to the S&P 500. Finally, individual performance was a factor in the potential annual incentive awards of our named executive officers under our Executive Annual Incentive Plan. For fiscal 2016, our Compensation Committee anticipated...

  • Page 51
    ... revenue during fiscal 2016. ‰ Long-term incentive compensation is 100% equity-based. For fiscal 2016, the long-term compensation component of our named executive officers' compensation packages consisted entirely of longterm equity incentive awards. ‰ Performance measures are designed to reward...

  • Page 52
    ... the total rewards offered to our executive officers include base salary, short- and long-term incentives including equity awards, health benefits, and a deferred compensation program. Appropriate Market Positioning: Our general pay positioning strategy is to target the levels of base salary, annual...

  • Page 53
    ... with past practice. The following companies were used in setting the compensation for our named executive officers for fiscal 2016: Fiscal 2016 Symantec Peer Group Activision Blizzard, Inc. Adobe Systems Incorporated Autodesk, Inc. CA, Inc. Citrix Systems, Inc. eBay Inc. Electronic Arts Inc. EMC...

  • Page 54
    ...for fiscal 2016, approximately 93% of our CEO's target total direct compensation (sum of base salary, target annual incentive and grant date fair value of equity award) was at-risk, and on average approximately 89% of our other named executive officers' compensation opportunity was at-risk. eBay Inc...

  • Page 55
    ... the target annual equity incentive award in the form of PRUs and 37% in RSUs. We view the meaningfully higher weighting of PRUs for the CEO and lower weighting of base salary as part of total direct compensation, as compared to the weighting for the other name executive officers, to be appropriate...

  • Page 56
    ... and (iii) long-term equity incentive awards. I. Base Salary The Compensation Committee reviews the named executive officers' salaries annually as part of its overall competitive market assessment and may make adjustments based on talent, experience, performance, contribution levels, individual role...

  • Page 57
    ... of named executive officers against individual performance targets as well. Executive Annual Incentive Plan Target Opportunities: Under the Executive Annual Incentive Plans for a given fiscal year, each named executive officer has a target award opportunity, expressed as a percentage of base salary...

  • Page 58
    ...to the input of our CEO, but final decisions about the compensation of our named executive officers are made solely by the Compensation Committee. Although the Compensation Committee has discretion to adjust awards as appropriate, it did not exercise such discretion for fiscal 2016. For the non-GAAP...

  • Page 59
    ... culture, are also extremely important aspects of the individual performance assessment. The CEO evaluates the level of each named executive officer's performance against the pre-determined goals following the end of fiscal year and then makes a recommendation to the Compensation Committee...

  • Page 60
    ... long term depend on our executives' ability to drive the financial performance of Symantec. Equity incentive awards are also a useful vehicle for attracting and retaining executive talent in the highly competitive market for talent in which we compete. Our 2013 Plan provides for the award of stock...

  • Page 61
    ...in which our trading price does not appreciate, which supports continuity in the senior management team. Shares of our stock are issued to RSU holders as the awards vest. The vesting schedule for RSUs granted to our named executive officers in fiscal 2016 as part of the annual review process provide...

  • Page 62
    ... number of shares granted in fiscal 2016, value of each award and the total value of the equity awards for each named executive officer as of the Grant Date (all values of restricted stock unit awards are based upon the closing price for a share of our common stock of $23.78 on June 10, 2015). Total...

  • Page 63
    ... Chair and the Chief Human Resources Officer and also with the Compensation Committee during its regular meetings, including in executive sessions from time to time without any members of management present. As part of its engagement in fiscal 2016, Mercer provided, among other services, advice and...

  • Page 64
    ... Compensation in Fiscal 2016," on page 66. Additional Benefits: Symantec's named executive officers typically do not receive perquisites, except in limited circumstances when deemed appropriate by the Compensation Committee. For example, an additional benefit available to named executive officers...

  • Page 65
    ... since October 2005. For fiscal 2016, our executive officers were required to hold the following minimum number of shares: ‰ CEO: 5x base salary; ‰ CFO, COO and President, Products and Services: 3x base salary; and ‰ Executive Vice Presidents: 2x base salary. Stock options and unvested RSUs...

  • Page 66
    ... from purchasing or selling Symantec securities while in possession of material, non-public information. It also requires that each of our directors, our Chief Executive Officer and our Chief Financial Officer conduct open market sales of our securities only through use of stock trading plans...

  • Page 67
    ..., the Company records salaries and performance-based compensation incentives as expenses in the amount paid, or to be paid, to the named executive officers. Accounting rules also require the Company to record an expense in its financial statements for equity awards, even though equity awards are not...

  • Page 68
    ... closing share price of our common stock on the date of grant. For a discussion of the valuation methodology used to value the PRUs awarded during the fiscal years 2014-2016, see footnote 2 to the Summary Compensation Table, below. The PRUs awarded in fiscal years 2014-2016 are based on a three-year...

  • Page 69
    ... account under its 401(k) plan, and (b) $10,000 for reimbursement for tax services. Represents the prorated salary of $36,364 that Mr. Brown received based on his period of employment as our interim President and Chief Executive Officer in fiscal 2014. Represents the following non-employee director...

  • Page 70
    ... Security in fiscal 2016. (18) Represents (a) $8,281 for dividend equivalent payment on stock awards, and (b) $5,250 for the Company's contributions to Mr. Yelamanchili's account under its 401(k) plan. (19) This amount includes a prorated increase in base salary as part of Mr. Taylor's annual...

  • Page 71
    ... Business Unit in fiscal 2016. Mr. Rosch's base annual salary increased from $400,000 to $440,000 in July 2014 in connection with his promotion to our Executive Vice President, Norton Business Unit. (25) Represents (a) $32,030 for dividend equivalent payment on stock awards, (b) $12,145 for coverage...

  • Page 72
    ...be earned based on achievement of the TSR performance goals under the PRUs. Pursuant to the terms of these awards, each named executive officer will be eligible to receive at least half of the eligible shares if he remains employed by us through the last day of fiscal 2018 even if we fail to achieve...

  • Page 73
    ... for the fiscal year ended April 1, 2016, certain information regarding outstanding equity awards at fiscal year-end for our named executive officers. Outstanding Equity Awards At Fiscal Year-End 2016 Option Awards Stock Awards Equity Incentive Plan Awards: Number of Unearned Shares, Market Value...

  • Page 74
    ...value for the fiscal 2016 PRUs set forth above reflect the target potential payout which represents 81.2% of the target number of PRUs. Each PRU is subject to the Compensation Committee's certification when approving the settlement thereof. 16,550 shares to vest on 6/1/2016, 16,550 shares to vest on...

  • Page 75
    ... event we meet performance conditions. Additionally, in connection with the closing of the Blue Coat Acquisition, we assumed options to purchase 3,865,271 shares of our common stock at an exercise price of $6.73 per share. These options vest over a two-year period of continuous service from August...

  • Page 76
    ... in the event we meet performance conditions. Additionally, in connection with the closing of the Blue Coat Acquisition, we assumed options to purchase a number of shares of our common stock equal to (x) 2,601,625 shares at an exercise price of $6.73 per share and (y) 79,287 shares at an exercise...

  • Page 77
    ... plan, fund, program, policy, arrangement or individualized written agreement providing 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...

  • Page 78
    ...Seifert pursuant to the Symantec Executive Retention Plan and the Symantec Executive Severance Plan, assuming a qualifying termination as of April 1, 2016: Severance Pay RSU Vesting PRU Vesting Involuntary Termination Because of Market Conditions or Division Performance ...Termination Without Cause...

  • Page 79
    ... On August 1, 2016, the Blue Coat Acquisition closed and Mr. Brown was entitled to certain of these benefits as he ceased to serve as our Chief Executive Officer on that date. As set forth in the Brown Amended Agreement, the Symantec Executive Retention Plan and the Symantec Executive Severance Plan...

  • Page 80
    ... Employee Stock Purchase Plan and 19,498,523 shares remaining available for future issuance as stock options under our 2013 Plan. (2) Excludes outstanding options to acquire 11,433 shares as of April 1, 2016 that were assumed as part of various acquisitions. The weighted average exercise price of...

  • Page 81
    ...related person is any Symantec executive officer, director, nominee for director, or stockholder holding more than 5% of any class of Symantec's voting securities, in each case, since the beginning of the previous fiscal year, and their immediate family members. Under the policy, absent any facts or...

  • Page 82
    ...private equity firm of which Mr. Humphrey is a managing director, has agreed to purchase $750 million aggregate principal amount of the notes. The transactions contemplated by this investment agreement closed concurrently with the closing of the Blue Coat Acquisition on August 1, 2016. In connection...

  • Page 83
    .... The Audit Committee also received the report of management contained in Symantec's Annual Report on Form 10-K for the fiscal year ended April 1, 2016, as well as KPMG's Report of Independent Registered Public Accounting Firm included in Symantec's Annual Report on Form 10-K related to its audit...

  • Page 84
    ... registered public accounting firm for the 2016 fiscal year (Proposal 2); FOR the approval of amendments to our 2013 Equity Incentive Plan, as amended (Proposal 3); and FOR the approval of compensation to our named executive officers (Proposal 4). Could other matters be decided at the Annual Meeting...

  • Page 85
    ... materials by mail, by filling out and returning the proxy card. For questions regarding your stock ownership, you may contact our transfer agent, Computershare Investor Services, by email through their website at www.computershare.com/contactus or by phone at (877) 282-1168 (within the U.S. and...

  • Page 86
    ... your shares on any of the proposals, except for Proposal 2, ratification of the appointment of KPMG as our independent public accounting firm for the 2017 fiscal year. Accordingly, we encourage you to provide voting instructions to your broker, whether or not you plan to attend the Annual Meeting...

  • Page 87
    ...? The preliminary voting results will be announced at the Annual Meeting and posted on our website at investor.symantec.com. The final results will be tallied by the inspector of elections and filed with the U.S. Securities and Exchange Commission in a current report on Form 8-K within four business...

  • Page 88
    ... Relations department at 350 Ellis Street, Mountain View, California 94043, Attn: Investor Relations, telephone number (650) 527-5523. Any stockholders who share the same address and currently receive multiple copies of Symantec's Notice of Internet Availability or annual report and other proxy...

  • Page 89
    ... Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ' Aggregate market value of the voting stock held by non-affiliates of the registrant, based upon the closing sale price of Symantec common stock on October 2, 2015 as reported on...

  • Page 90
    ... on Accounting and Financial Disclosure ...Item 9A. Controls and Procedures ...Item 9B. Other Information ...PART III Item 10. Directors, Executive Officers and Corporate Governance ...Item 11. Executive Compensation ...Item 12. Security Ownership of Certain Beneficial Owners and Management and...

  • Page 91
    ... intent to pay quarterly cash dividends in the future, the actions we intend to take as part of our new strategy, the expected impact of our new strategy and other characterizations of future events or circumstances are forwardlooking statements. These statements are only predictions, based on our...

  • Page 92
    ... protection and cyber security services. Founded in 1982, Symantec has operations in more than 35 countries and our principal executive offices are located at 350 Ellis Street, Mountain View, California, 94043. Our Internet home page is located at www.symantec.com. Strategy Our security strategy...

  • Page 93
    ... home and at work. Our Norton-branded services provide multi-layer security and identity protection on major desktop and mobile operating systems, to defend against increasingly complex online threats to individuals, families, and small businesses. Our Norton Security products help customers protect...

  • Page 94
    ... their products, bundle our products with their offerings, or serve as authorized resellers of our products. Enterprise We sell and market our products and related services to large enterprises, including government and public sector customers, through our field sales force. This field sales team...

  • Page 95
    ... downloads of the latest virus definitions, application bug fixes, and patches for most of our consumer products. Our consumer support program provides self-help online services and phone, chat, and email support to consumers worldwide. In addition, our Norton Security products come with a "Virus...

  • Page 96
    ... perpetual or subscription based time limited term. We also educate our employees on trade secret protection and employ measures to protect our facilities, equipment, and networks. Trademarks, patents, copyrights, and licenses Symantec and the Symantec logo are trademarks or registered trademarks in...

  • Page 97
    ... work in sales and marketing, 4,000 in research and development, 2,000 in support and services, and 2,000 in management and administration. Available information Our Internet home page is located at www.symantec.com. We make available free of charge our annual reports on Form 10-K, quarterly reports...

  • Page 98
    ...portion of our revenue is derived from arrangements for maintenance, subscriptions, managed security services and SaaS offerings, yet existing customers have no contractual obligation to purchase additional solutions after the initial subscription or contract period. Our customers' renewal rates may...

  • Page 99
    ... limited experience; Managing new product and service strategies for the markets in which we operate; Addressing trade compliance issues affecting our ability to ship our products; Developing or expanding efficient sales channels; and Obtaining sufficient licenses to technology and technical access...

  • Page 100
    ...competitors could gain market share from us if any of these strategic partners replace our products with the products of our competitors or if these partners more actively promote our competitors' products than our products. In addition, software vendors who have bundled our products with theirs may...

  • Page 101
    ...our execution in a number of areas, including: • • Continuing to innovate and bring to market compelling cloud-based experiences that generate increasing traffic and market share; and Ensuring that our SaaS offerings meet the reliability expectations of our customers and maintain the security of...

  • Page 102
    .... Any broad-based change to our prices and pricing policies could cause our revenues to decline or be delayed as our sales force implements and our customers adjust to the new pricing policies. Some of our competitors may bundle products for promotional purposes or as a long-term pricing strategy or...

  • Page 103
    ... on the sale of these products due to pricing, promotions, and other terms offered by our competitors; and The consolidation of electronics retailers has increased their negotiating power with respect to hardware and software providers such as us. OEM Sales Channels. A portion of our revenues is...

  • Page 104
    ...of terrorism, a decision to close the facilities without adequate notice or other unanticipated problems could result in lengthy interruptions in the delivery of our products and services. Furthermore, our business administration, human resources and finance services depend on the proper functioning...

  • Page 105
    ...performance problems with our products and services could harm our reputation and may damage our customers' businesses. For example, we may experience disruptions, outages and other performance problems due to a variety of factors, including infrastructure changes, human or software errors, capacity...

  • Page 106
    ... to increase. The level of corporate income tax from sales to our non-U.S. customers is generally less than the level of tax from sales to our U.S. customers. This benefit is contingent upon existing tax regulations in the U.S. and in the countries in which our international operations are located...

  • Page 107
    ... these errors. Errors, failures, or bugs in products released by us could result in negative publicity, damage to our brand, product returns, loss of or delay in market acceptance of our products, loss of competitive position, or claims by customers or others. Many of our end-user customers use our...

  • Page 108
    ... us to increased credit risk should customers be unable to pay us, or delay paying us, for previously purchased products and services. Our outstanding accounts receivables are generally not secured. In addition, our standard terms and conditions permit payment within a specified number of days...

  • Page 109
    ... or credit rating could negatively affect the value of both our debt and equity securities and increase the interest we pay on outstanding or future debt. These risks could adversely affect our financial condition and results of operations. Our software products, SaaS Offerings and website may...

  • Page 110
    ... new and enhanced products and services, effectively manage or expand our business, or increase our revenues. Our future success depends upon our ability to recruit and retain key management, technical, sales, marketing, finance and other personnel. Our officers and other key personnel are employees...

  • Page 111
    ... we fail to manage employee performance or reduce staffing levels when required by market conditions, our business and operating results could be adversely affected. Effective succession planning is also important to our long-term success. Failure to ensure effective transfer of knowledge and smooth...

  • Page 112
    .... The market price of our common stock may be affected by a number of factors, including Announcements of quarterly operating results and revenue and earnings forecasts by us that fail to meet or be consistent with our earlier projections or the expectations of our investors or securities analysts...

  • Page 113
    ... of owned and leased office facilities for sales, research and development, administrative, customer service, and technical support personnel. Our corporate headquarters is located in Mountain View, California where we occupy facilities totaling approximately 793,000 square feet, of which 723...

  • Page 114
    ... years. During the fourth quarter of fiscal 2016, we paid a special dividend of $4.00 per share, resulting in a substantial decline in the sales price of our common stock on March 4, 2016. 2016 Fourth Quarter Third Quarter Second Quarter First Quarter Fourth Quarter Third Quarter 2015 Second Quarter...

  • Page 115
    ... any filing of Symantec under the Securities Act or the Exchange Act. The graph below compares the cumulative total stockholder return on our common stock with the cumulative total return on the S&P 500 Composite Index and the S&P Information Technology Index for the five years ended April 1, 2016...

  • Page 116
    ... in this annual report. Historical results may not be indicative of future results. Five-Year Summary Summary of operations: April 1, 2016 Year Ended (1) April 3, March 28, March 29, March 30, 2015 2014 2013 2012 (In millions, except per share data) Net revenues Operating income (loss) Income (loss...

  • Page 117
    ... in growing markets like cloud, advanced threat protection, information protection and cyber security services. Founded in 1982, Symantec has operations in more than 35 countries and our principal executive offices are located at 350 Ellis Street, Mountain View, California, 94043. Fiscal calendar We...

  • Page 118
    ...threat protection products, information protection products, cyber security services, and website security offerings, previously named trust services. • For further description of our operating segments see Note 8 of the Notes to Consolidated Financial Statements in this annual report. Financial...

  • Page 119
    ... security revenue, and the impact of the additional week from the 53-week fiscal 2015 year. Gross margin increased to 83% for fiscal 2016 compared to 82% for fiscal 2015, primarily driven by decreases in OEM royalty fees and service related and content delivery expenses. Operating income increased...

  • Page 120
    ... perpetual software licenses and maintenance or services, packaged products with content updates, and subscriptions, we allocate and defer revenue for the undelivered items based on the fair value using vendor specific objective evidence ("VSOE"), and recognize the difference between the total...

  • Page 121
    ... products that include content updates, rebates are recorded as a ratable offset to revenue or deferred revenue over the term of the subscription. Our estimated reserves for channel volume incentive rebates are based on distributors' and resellers' actual performance against the terms and conditions...

  • Page 122
    ... Sheets as of April 3, 2015, and as long-term deferred tax assets and liabilities as of April 1, 2016, following the adoption of Accounting Standards Update No. 2015-17, Income Taxes. See Note 1 of the Notes to Consolidated Financial Statements in this annual report for additional information. Our...

  • Page 123
    ... Operations. Recently issued authoritative guidance See Note 1 of the Notes to Consolidated Financial Statements in this annual report for recently issued authoritative guidance, including the respective expected dates of adoption and effects on our results of operations and financial condition. 35

  • Page 124
    ... fiscal years indicated below: 2016 2015 2014 Net revenues Cost of revenues Gross profit Operating expenses: Sales and marketing Research and development General and administrative Amortization of intangible assets Restructuring, separation, and transition Total operating expenses Operating income...

  • Page 125
    ... by segment by fiscal year Change in % 2016 v 2015 2015 v 2014 2016 2015 2014 (Dollars in millions) Net revenues: Consumer Security Enterprise Security Percentage of total net revenues: Consumer Security Enterprise Security Operating income: Consumer Security Enterprise Security Operating margin...

  • Page 126
    ... by fiscal year 2016 2015 (Dollars in millions) 2014 Change in % 2016 v 2015 2015 v 2014 Revenues by geographic region: Americas (U.S., Canada and Latin America) EMEA (Europe, Middle East and Africa) APJ (Asia Pacific and Japan) Total net revenues U.S. International Total net revenues Percentage...

  • Page 127
    ... in service related and content delivery expenses in our Consumer Security segment. Operating expenses by fiscal year 2016 2015 (Dollars in millions) 2014 Change in % 2016 v 2015 2015 v 2014 Sales and marketing expense Research and development expense General and administrative expense Amortization...

  • Page 128
    ... sale of short-term investments during fiscal 2014, offset by favorable foreign currency effects and a reduction in interest expense. Provision for income taxes by fiscal year Change in % 2016 v 2015 2015 v 2014 2016 2015 2014 (Dollars in millions) Income from continuing operations before income...

  • Page 129
    ... for the Symantec 2009 through 2013 fiscal years. The settlement and effective settlement resulted in a benefit to tax expense in fiscal year 2015 of $59 million. Additionally, the Company settled transfer price related matters of $158 million, a portion of which was accounted for against deferred...

  • Page 130
    ... was amended in fiscal 2013. The amendment extended the term of the credit facility to June 7, 2017. This revolving credit facility was further amended in March 2016 to amend the definition of EBITDA (earnings before interest, taxes, depreciation and amortization) to account for the sale of Veritas...

  • Page 131
    ... strategy contemplates a quarterly cash dividend. In addition, we regularly evaluate our ability to repurchase stock, pay debts, and acquire other businesses. Stock Repurchases on Open Market Transactions. In fiscal 2016, we repurchased 17 million shares, or $368 million of our common stock...

  • Page 132
    In May 2016, the Board of Directors approved a fiscal 2017 restructuring plan. See Note 13 of the Notes to the Consolidated Financial Statements in this annual report for more information. Note Repayment. In the second quarter of fiscal 2016, the principal balance of our 2.75% Senior Notes due ...

  • Page 133
    ...to the repurchases of our common stock of $500 million and cash dividends paid of $413 million, partially offset by net proceeds from sales of common stock through employee stock benefit plans of $116 million. Net cash used in financing activities of $1.7 billion for fiscal 2014 was primarily due to...

  • Page 134
    ... taxing authorities. Therefore, $160 million in long-term income taxes payable has been excluded from the contractual obligations table. For further information, see Note 11 of the Notes to Consolidated Financial Statements in this annual report. Indemnifications In the ordinary course of business...

  • Page 135
    ... follows: April 1, 2016 Change in Fair Value Due to 10% Foreign Exchange Forward Contract Notional Amount Appreciation Notional Depreciation Amount (Dollars in millions) April 3, 2015 Change in Fair Value Due to 10% Appreciation Depreciation Purchased Sold Total net outstanding contracts $ $ 693...

  • Page 136
    ... procedures (as defined in Rules 13a-15(e) and 15d15(e) of the Securities Exchange Act). Based on such evaluation, our Chief Executive Officer and our Chief Financial Officer have concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of the end of...

  • Page 137
    ... in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) for Symantec. Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, has conducted an evaluation of the effectiveness of our internal control over financial reporting as of April 1, 2016, based on...

  • Page 138
    PART III Item 10. Directors, Executive Officers and Corporate Governance The information required by this item will be included in an amendment to this annual report on Form 10-K or incorporated by reference from Symantec's definitive proxy statement to be filed pursuant to Regulation 14A. Item 11. ...

  • Page 139
    ... 350 Ellis Street Mountain View, California 94043 650-527-8000 The following documents are filed as part of this report: Page 1. 2. Consolidated Financial Statements: Report of Independent Registered Public Accounting Firm ...Consolidated Balance Sheets as of April 1, 2016, and April 3, 2015...

  • Page 140
    ... income, stockholders' equity, and cash flows for each of the years in the three-year period ended April 1, 2016. We also have audited Symantec Corporation's internal control over financial reporting as of April 1, 2016, based on criteria established in Internal Control - Integrated Framework (2013...

  • Page 141
    ... revenue Long-term deferred tax liabilities Long-term income taxes payable Other long-term obligations Long-term liabilities of discontinued operations Total liabilities Commitments and contingencies Stockholders' equity: Common stock and additional paid-in capital, $0.01 par value, 3,000 shares...

  • Page 142
    ...2015 2014 (In millions, except per share data) Net revenues Cost of revenues Gross profit Operating expenses: Sales and marketing Research and development General and administrative Amortization of intangible assets Restructuring, separation, and transition Total operating expenses Operating income...

  • Page 143
    SYMANTEC CORPORATION CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Year Ended April 1, April 3, March 28, 2016 2015 2014 (Dollars in millions) Net income Other comprehensive (loss) income, net of taxes: Foreign currency translation adjustments: Translation adjustments Reclassification adjustments...

  • Page 144
    ... under employee stock plans Repurchases of common stock Tax payments related to restricted stock units Sale of Veritas Dividends paid and accrued Equity component of convertible notes Stock-based compensation Income tax benefit from employee stock transactions Balance as of April 1, 2016 698 $ 18...

  • Page 145
    ... from convertible note hedge Net proceeds from sales of common stock under employee stock benefit plans Excess income tax benefit from the exercise of stock options Tax payments related to restricted stock units Dividends and dividend equivalents paid Repurchases of common stock Proceeds from...

  • Page 146
    ... Accounting Policies Business Symantec Corporation ("we," "us," "our," and "the Company" refer to Symantec Corporation and all of its subsidiaries) is a global leader in security. In August 2015, we entered into a definitive agreement to sell the assets of our information management business...

  • Page 147
    ... revenue as each product is delivered, assuming all other conditions for revenue recognition noted above have been met. For software arrangements that include multiple elements, including perpetual software licenses, maintenance, services, and packaged products with content updates and subscriptions...

  • Page 148
    ..., some OEMs pay an annual flat fee and/or support royalties for the right to sell maintenance and technical support to the end-user. We recognize revenue from OEM support royalties and fees ratably over the term of the support agreement. We offer channel and end-user rebates for our products. Our...

  • Page 149
    ... categories. In determining these percentages, we use judgment based on our historical collection experience and current economic trends. We also offset deferred revenue against accounts receivable when channel inventories are in excess of specified levels and for transactions where collection of...

  • Page 150
    ... the excess of the purchase price of an acquisition over the net fair value of assets acquired and liabilities assumed. Goodwill is allocated to our reporting units expected to benefit from the business combination based on the relative fair value at the acquisition date. We review goodwill for...

  • Page 151
    ... term without economic benefit to the Company. These charges are reflected in the period when the facility ceases to be used. Costs of providing transition services to Veritas after January 29, 2016, the date of the sale, are recorded in continuing operations. Income taxes The provision for income...

  • Page 152
    ...not render the requisite service and are forfeited. We estimate forfeitures based on historical experience. Our stock-based awards principally consist of restricted stock units ("RSUs"). The fair value of each RSU is equal to the market value of Symantec's common stock on the date of grant. The fair...

  • Page 153
    ... fiscal 2016 on a prospective basis, and it resulted in balance sheet reclassifications of current deferred income tax liabilities and assets to long-term on April 1, 2016. Recent accounting guidance not yet adopted In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers...

  • Page 154
    ...): Improvements to Employee Share-Based Accounting. The amendments will require companies to recognize the income tax effects of awards in the income statement when the awards vest or are settled. The guidance requires companies to present excess tax benefits as an operating activity and cash paid...

  • Page 155
    ... equity securities are recorded at fair value using quoted prices in active markets for identical assets. The following table summarizes our assets measured at fair value on a recurring basis, by level, within the fair value hierarchy: April 1, 2016 April 3, 2015 Cash and Cash and Cash Short-term...

  • Page 156
    .... The TSAs commenced with the close of the transaction and expire at various dates through fiscal 2019. During fiscal 2016, the Company recorded income of approximately $8 million for all services provided to Veritas, which is presented as part of other income, net in the Consolidated Statements...

  • Page 157
    ..., net of income taxes: Year Ended April 3, 2015 March 28, 2014 (Dollars in millions) April 1, 2016 Net revenues Cost of revenues Operating expenses Gain on sale of Veritas Other income (expense), net Income from discontinued operations before income taxes Provision for income taxes Income from...

  • Page 158
    ...$ 1,917 April 3, 2015 Net Gross Carrying Carrying Amount Amount (Dollars in millions) Accumulated Amortization Net Carrying Amount Customer relationships Developed technology Finite-lived trade names Patents Total finite-lived intangible assets Indefinite-lived trade names Total $ 406 144 2 21...

  • Page 159
    ... million in fiscal years 2016, 2015, and 2014, respectively. Convertible Senior Notes On March 4, 2016 (the "Issuance Date"), we issued $500 million of Convertible Senior Notes due in 2021 (the "Notes"). The Notes were issued at par and bear an annual interest rate of 2.50%, payable semiannually in...

  • Page 160
    .... The Company may redeem all or part of the principal of the Notes, at its option, at a purchase price equal to the principal amount plus accrued interest on or after the fourth anniversary of the Issuance Date, if the closing trading price of the Company's common stock exceeds 150% of the then...

  • Page 161
    ...allocated to our reportable segments. See Note 8 for information regarding the reconciliation of total segment operating income to total consolidated operating income. Fiscal 2014 Plan We initiated a restructuring plan in the fourth quarter of fiscal 2013 to reduce management and redundant personnel...

  • Page 162
    ... with agreements for purchases of goods or services. Management believes that cancellation of these contracts is unlikely and we expect to make future cash payments according to the contract terms. The following reflects unrecognized purchase obligations by fiscal year: April 1, 2016 (Dollars...

  • Page 163
    ... for certain sales to New York, California, and Florida as well as sales to the federal government through reseller GSA Schedule contracts, which could significantly increase our potential damages exposure. In 2012, a sealed civil lawsuit was filed against Symantec related to compliance with the...

  • Page 164
    ...making it simple for customers to be productive and protected at home and at work. Our Norton-branded services provide multi-layer security and identity protection on major desktop and mobile operating systems, to defend against increasingly complex online threats to individuals, families, and small...

  • Page 165
    ... summarizes the operating results of our reporting segments: Consumer Security Enterprise Security Total Segments (Dollars in millions) Fiscal 2016 Net revenues Operating income Fiscal 2015 Net revenues Operating income Fiscal 2014 Net revenues Operating income $ $ $ 1,670 924 1,887 982 2,063 928...

  • Page 166
    ...2016 2015 (Dollars in millions) U.S. Foreign countries(1) Total (1) $ $ 809 148 957 $ $ 693 257 950 No individual country represented more than 10% of the respective totals. Significant customers In fiscal 2016, 2015 and 2014, no customers accounted for more than 10% of our total net revenues...

  • Page 167
    ... our stock repurchases on open market transactions for the periods presented and excludes the impact of shares purchased under our ASR agreements (except for the remaining authorization amount): Year Ended April 1, April 3, March 28, 2016 2015 2014 (In millions, except per share data) Total number...

  • Page 168
    ...and retired an initial delivery of 42.4 million shares of our common stock. The total number of shares ultimately delivered, and therefore the average repurchase price paid per share, is determined at the end of the purchase period. The purchase period for the March 2016 ASR agreement will end in or...

  • Page 169
    .... Year Ended April 1, April 3, March 28, 2016 2015 2014 (Dollars in millions) Cost of revenue Sales and marketing Research and development General and administrative Total stock-based compensation expense from continuing operations Tax benefit associated with stock-based compensation expense...

  • Page 170
    ... but unissued common stock: April 1, 2016 (In millions) Stock purchase plans Stock award plans Total Note 11. Income Taxes The components of the provision for income taxes recorded in continuing operations are as follows: 42 39 81 Year Ended April 1, April 3, March 28, 2016 2015 2014 (Dollars in...

  • Page 171
    ...2016 2015 (Dollars in millions) Deferred tax assets: Tax credit carryforwards Net operating loss carryforwards of acquired companies Other accruals and reserves not currently tax deductible Deferred revenue Loss on investments not currently tax deductible State income taxes Stock-based compensation...

  • Page 172
    ... benefits during the fiscal year as disclosed above. This gross liability does not include offsetting tax benefits associated with the correlative effects of potential transfer pricing adjustments, interest deductions, and state income taxes. Of the total unrecognized tax benefits at April 1, 2016...

  • Page 173
    ... UK, India and Australia. We are under examination by the California Franchise Tax Board for the Symantec California income taxes for the 2009 through 2013 tax years, the Indian income tax authorities for fiscal years 2004 through 2014, and the Australian income tax authorities for fiscal years 2011...

  • Page 174
    .... On April 28, 2016, Symantec announced that Michael A. Brown would be stepping down as President and Chief Executive Officer ("CEO") of Symantec. Mr. Brown will continue to serve as CEO and on the Board of Directors until a successor has been appointed. The Board of Directors has begun the search...

  • Page 175
    ... has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Mountain View, State of California, on the 20th day of May 2016. SYMANTEC CORPORATION By: /s/ Michael A. Brown Michael A. Brown Chief Executive Officer and Director KNOW ALL PERSONS...

  • Page 176
    ... Exhibit Number Incorporated by Reference File No. Exhibit Filed Herewith Exhibit Description Form Filing Date 2.01(§) Purchase Agreement dated as of August 11, 2015, by and between Symantec Corporation and Havasu Holdings Ltd. Amendment, dated January 19, 2016, to the Purchase Agreement dated...

  • Page 177
    ... No. 4.02 of Form 8-K) Indenture, dated as of March 4, 2016, by and between Symantec Corporation and Wells Fargo Bank, National Association, as trustee (including the form of 2.500% Convertible Senior Notes Due 2021) Form of Indemnification Agreement for Officers and Directors, as amended (form for...

  • Page 178
    ... Officers, Directors and Key Employees, as amended (form for agreements entered into after March 6, 2016) Symantec Corporation 1996 Equity Incentive Plan, as amended, including form of Stock Option Agreement and form of Restricted Stock Purchase Agreement Symantec Corporation Deferred Compensation...

  • Page 179
    ... Offer Letter, dated February 3, 2014, between Symantec Corporation and Mark Garfield Executive Employment Agreement, dated September 24, 2014, by and between Symantec Corporation and Michael A. Brown 10-Q 000-17781 10.03 8/12/2015 S-8 10-Q 333-175783 000-17781 99.02 10.01 7/26/2011 2/4/2016...

  • Page 180
    ... No. Exhibit Filing Date Filed Herewith 10.26(*) Amended Executive Employment Agreement, dated April 28, 2016, by and between Symantec Corporation and Michael A. Brown Employment Offer Letter, dated April 27, 2016, between Symantec Corporation and Ajei Gopal FY16 Executive Annual Incentive Plan...

  • Page 181
    ... Agreement, dated as of March 2, 2016, by and among Symantec Corporation and Silver Lake Partners IV Cayman (AIV II), L.P. Subsidiaries of Symantec Corporation Consent of Independent Registered Public Accounting Firm Power of Attorney (see Signature page to this annual report) Certification of Chief...

  • Page 182
    ... Number Exhibit Description Form Incorporated by Reference File No. Exhibit Filing Date Filed Herewith 101.LAB 101.PRE 101.DEF XBRL Taxonomy Labels Linkbase Document XBRL Taxonomy Presentation Linkbase Document XBRL Taxonomy Definition Linkbase Document X X X * § Indicates a management...

  • Page 183
    ... Chief Technology Officer Scott C. Taylor Executive Vice President, General Counsel and Secretary ANNUAL MEETING The Annual Meeting will be held on Tuesday, November 1, 2016 at 9:00 a.m. PT at: 350 Ellis Street Mountain View, CA 94043 (650) 527-8000 investor.symantec.com Stock Exchange Listing...

  • Page 184
    350 Ellis Street Mountain View, CA 94043 Tel: (650) 527-8000 www.symantec.com