Symantec 2016 Annual Report Download - page 75

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The following table shows for the fiscal year ended April 1, 2016, certain information regarding option
exercises and stock vested during the last fiscal year with respect to our named executive officers:
Option Exercises and Stock Vested in Fiscal 2016
Option Awards Stock Awards
Name
Number of
Shares
Acquired
on Exercise
(#)
Value Realized
on Exercise
($)
Number of
Shares
Acquired
on Vesting
(#)
Value Realized
on Vesting
($)
Michael A. Brown ............................. 44,321 883,318
Thomas J. Seifert .............................. 16,550 408,702
Balaji Yelamanchili ............................ 138,014 2,724,396
Scott C. Taylor ................................ 26,000 183,820 51,343 1,099,022
Francis C. Rosch .............................. 56,457 1,198,154
Employment Arrangements with New Officers
Gregory S. Clark
We entered into an employment agreement with Mr. Clark in connection with the Blue Coat Acquisition.
This agreement establishes Mr. Clark’s initial annual base salary of $1,000,000 and eligibility for bonuses under
our Executive Annual Incentive Plan, with a target amount of 100% of annual base salary. For fiscal year 2018
under the agreement, we have committed to grant Mr. Clark a combination of RSUs and PRUs equal to
$15,000,000 on the grant date in relative amounts subject to terms and conditions approved by our Compensation
Committee. Prior to the closing of the Blue Coat Acquisition, Blue Coat granted to Mr. Clark a combination of
unvested RSUs and PRUs equal to $15,000,000 in value on the date of grant, which RSUs and PRUs were
assumed by us at the closing of the Blue Coat Acquisition. RSUs vest over a three-year period of continuous
service and the PRUs vest, if at all on March 31, 2018 in the event we meet performance conditions. Addition-
ally, 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 1, 2016 and are subject to transfer restrictions until August 1, 2018 but may be
released from such restrictions on or after August 1, 2017 if our common stock achieves a specified trading price
over a defined period as set forth in the agreement.
Pursuant to the agreement, Mr. Clark is entitled to receive certain benefits upon termination of his employ-
ment with us under certain circumstances. In the event of (i) an involuntary termination of Mr. Clark’s employ-
ment by us for any reason other than “Cause” (as defined in the agreement) or (ii) Mr. Clark’s resignation for
“Good Reason” (as defined in the agreement), Mr. Clark will be entitled to (x) a lump-sum cash payment of two-
years of his annual base salary then in effect within 60 days following such termination date; (y) reimbursement
of COBRA premiums for a 18-month period after such termination date; and (z) acceleration of 100% of any
unvested portion of the following securities outstanding as of August 1, 2016: (x) options to purchase 3,865,271
shares of our common stock at an exercise price of $6.73 per share, (y) 867,052 RSUs and (z) 2,329,520 shares
of our common stock. Upon a change in control of the Company, Mr. Clark will be entitled to 100% acceleration
of any unvested portion of his 867,052 RSUs outstanding as of August 1, 2016. All severance benefits described
above are conditioned upon Mr. Clark’s execution of a customary release of claims in agreed form in our favor.
Michael D. Fey
We entered into an offer letter agreement with Mr. Fey in connection with the Blue Coat Acquisition. This
agreement establishes Mr. Fey’s initial annual base salary of $800,000 and eligibility for bonuses under our
Executive Annual Incentive Plan, with a target amount of 150% of annual base salary. Prior to the closing of the
Blue Coat Acquisition, Blue Coat granted to Mr. Clark a combination of unvested RSUs and PRUs equal to
$$5,901,000 in value on the date of grant, which RSUs and PRUs were assumed by us at the closing of the Blue
Coat Acquisition. RSUs vest over a three-year period of continuous service and the PRUs vest, if at all on
65