Symantec 2016 Annual Report Download - page 31

pre-determined dollar value, which was $235,000. The restricted stock awards for fiscal year 2016 were granted
on May 19, 2015 and are fully vested. Effective for fiscal 2017, the value of the restricted stock award under this
policy was increased to $275,000.
Director Stock Ownership Guidelines: Prior to fiscal 2017, the Compensation Committee maintained the
following stock ownership guidelines to better align our directors’ interests with those of our stockholders:
‰Directors must maintain a minimum holding of 10,000 shares of Company stock;
‰New directors will have three years to reach the minimum holding level; and
‰Notwithstanding the foregoing, directors may sell enough shares to cover their income tax liability on
vested grants.
Effective fiscal 2017, the Compensation Committee instituted the following revised stock ownership guide-
lines for our non-employee directors to better align our directors’ interests with those of our stockholders:
‰Directors must maintain a minimum holding of Company stock with a fair market value equal to ten times
(10x) such director’s total annual cash retainer;
‰In the event the annual retainer (or any portion thereof) is paid to a non-employee director in equity
instead of cash, the value of such annual retainer for purposes of calculating the minimum holding
requirement means the grant date fair value of the annual equity award (or applicable portion thereof);
‰New directors will have three years to reach the minimum holding level; and
‰Notwithstanding the foregoing, directors may sell enough shares to cover their income tax liability on
vested grants.
Symantec stock ownership information for each of our directors is shown under the heading “Security Ownership
of Certain Beneficial Owners and Management” on page 36 of this proxy statement.
As a result of the Compensation Committee’s annual review, no changes were made to our non-employee direc-
tors’ compensation for fiscal 2016. The following table provides information for fiscal 2016 compensation for all
of our non-employee directors:
Fiscal 2016 Director Compensation
Name
Fees Earned
or Paid in
Cash
($)(1)(2)
Stock
Awards
($)(3)(4)
Total
($)
Frank E. Dangeard ...................................... 85,014 234,986 320,000
Kenneth Y. Hao ........................................ 3,984(5) — 3,984
David W. Humphrey .................................... NA NA NA
Geraldine B. Laybourne .................................. 65,014 234,986 300,000
David L. Mahoney ...................................... 95,014 234,986 330,000
Robert S. Miller ........................................ 75,014 234,986(6) 310,020
Anita M. Sands ......................................... 70,014 234,986 305,000
Daniel H. Schulman ..................................... 180,014 234,986 415,000
V. Paul Unruh .......................................... 95,014 234,986 330,000
Suzanne M. Vautrinot ................................... 70,014 234,986 305,000
(1) Non-employee directors receive an annual retainer fee of $50,000 plus an additional annual fee of $15,000
(Compensation Committee and Nominating and Governance Committee) or $20,000 (Audit Committee) for
membership on each committee. The chair of each committee receives an additional annual fee of $15,000
(Nominating and Governance Committee) or $25,000 (Audit Committee and Compensation Committee).
Mr. Humphrey joined the Board on August 1, 2016 and did not receive any compensation for fiscal 2016.
(2) Except for Mr. Hao, includes cash payout of $17.50 for fractional share from stock awards granted to each
non-employee director.
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