SanDisk 2010 Annual Report Download - page 72

statement reporting purposes with respect to these awards (which meant, in effect, that in any given year the
Company could recognize for financial statement reporting purposes amounts with respect to grants made in
that year as well as with respect to grants from past years that vested in or were still vesting during that
year). However, the recent changes in the SEC’s disclosure rules require that the Company now present the
stock award and option award amounts in the applicable columns of the table above with respect to fiscal
2008 on a similar basis as the fiscal 2010 and fiscal 2009 presentation using the grant date fair value of the
awards granted during the corresponding year (regardless of the period over which the awards are scheduled
to vest). Since this requirement differs from the SEC’s past disclosure rules, the amounts reported in the
table above for stock award and option awards in fiscal 2008 differ from the amounts previously reported in
the Summary Compensation Table for that year. As a result, each Named Executive Officer’s total
compensation amounts for fiscal 2008 also differ from the amounts previously reported in the Summary
Compensation Table for that year.
(3) The amounts reported in the “Stock Awards” column of the table above for fiscal 2008 include the grant
date fair value of performance-based awards granted to the Named Executive Officers in fiscal 2008 based
on the probable outcome (determined as of the grant date) of the performance-based conditions applicable to
the awards. The following table presents the aggregate grant date fair value of these awards included in the
“Stock Awards” column for fiscal 2008 and the aggregate grant date value of these awards assuming that the
highest level of performance conditions will be achieved.
Name
2008 Performance Awards
Aggregate Grant Date
Fair Value
(Based on Probable
Outcome)
($)
Aggregate Grant Date
Fair Value
(Based on Maximum
Performance)
($)
Dr. Eli Harari ................................... 371,821 371,821
Sanjay Mehrotra ................................. 320,425 320,425
Judy Bruner .................................... 197,225 197,225
Yoram Cedar ................................... 197,225 197,225
(4) Amounts shown in column (i) include matching contributions to the Company’s 401(k) Plan on behalf of
certain Named Executive Officers and imputed income from term life insurance coverage, patent awards
and 10-year service awards. Income from term life insurance, patent awards and 10-year service awards had
been reported in prior years in column (c) as part of salary instead of in column (i).
(5) Dr. Harari retired as Chief Executive Officer, effective December 31, 2010, and Mr. Mehrotra was
appointed to the position of Chief Executive Officer, effective January 1, 2011.
(6) As described in the Compensation Discussion and Analysis section above, in connection with Dr. Harari’s
retirement, the Company (i) modified the vesting of his time-based stock options to provide that such
awards will continue to vest on their current schedule over the term of his consulting agreement and that
such awards will vest in full on December 31, 2012, or upon a change in control of the Company, if earlier,
and (ii) accelerated the vesting of 53,334 unvested restricted stock units to December 31, 2010. This resulted
in a non-cash compensation charge to the Company of $17,263,263 based upon principles used to calculate
the value of equity awards for purposes of the Company’s financial statements.
(7) As described in the Compensation Discussion and Analysis section above, in connection with Dr. Harari’s
retirement, he received an aggregate cash payment in the amount of $3,890,848.
(8) Reflects housing allowance in the amount of $64,974 and sign-on bonus of $75,000.
(9) Reflects a one-time discretionary bonus upon completion of a strategic project.
(10) Amounts shown are for less than a full year as Mr. Sadana joined in April 2010.
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