Security Ownership of Certain Beneficial Owners and Management
The following table sets forth information, as of July 1, 2016, with respect to the beneficial ownership of Symantec common stock by (i) each stockholder known by Symantec to 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 in Item 11 of this annual report and (iv) all current executive officers and directors of Symantec as a group.
Beneficial ownership is determined under the rules of the SEC and generally includes voting or investment power with respect to securities. Unless otherwise indicated below, the persons and entities named in the table have sole voting and sole investment power with respect to all shares beneficially owned, subject to community property laws where applicable. Percentage ownership is based on 615,572,226 shares of Symantec common stock outstanding as of July 1, 2016 (excluding shares held in treasury). Shares of common stock subject to stock options and restricted stock units vesting on or before August 30, 2016 (within 60 days of July 1, 2016) are deemed to be outstanding and beneficially owned for purposes of computing the percentage ownership of such person but are not treated as outstanding for purposes of computing the percentage ownership of others.
| | | | | | | | |
|---|
| Name and Address of Beneficial Owner | | Amount and Nature of Beneficial Ownership | | | | Percent of Class | | |
| 5% Beneficial Owner | | | | | | | | |
| Dodge & Cox (1) | | | 87,383,425 | | | | 14.2 | % |
| BlackRock, Inc. (2) | | | 40,091,598 | | | | 6.5 | % |
| The Vanguard Group (3) | | | 39,835,447 | | | | 6.5 | % |
| Franklin Mutual Advisers, LLC (4) | | | 37,203,451 | | | | 6.0 | % |
| Directors and Named Executive Officers: | | | | | | | | |
| Scott C. Taylor (5) | | | 233,622 | | | | * | |
| Michael A. Brown | | | 209,971 | | | | * | |
| David L. Mahoney | | | 166,386 | | | | * | |
| Francis C. Rosch (6) | | | 163,132 | | | | * | |
| Daniel H. Schulman | | | 135,952 | | | | * | |
| Robert S. Miller | | | 125,358 | | | | * | |
| Geraldine B. Laybourne | | | 119,334 | | | | * | |
| Balaji Yelamanchili | | | 114,096 | | | | * | |
| Frank E. Dangeard | | | 89,411 | | | | * | |
| V. Paul Unruh | | | 66,674 | | | | * | |
| Thomas J. Seifert | | | 41,374 | | | | * | |
| Anita M. Sands | | | 39,231 | | | | * | |
| Suzanne M. Vautrinot | | | 32,982 | | | | * | |
| Kenneth Hao | | | 19,263 | | | | * | |
| All current Symantec executive officers and directors as a group (18 persons)(7) | | | 1,591,434 | | | | * | |
| (1) | Based solely on a Schedule 13G/A filing made by Dodge & Cox on February 12, 2016, reporting sole voting and dispositive power over the shares. This stockholder’s address is 555 California Street, 40th Floor, San Francisco, CA 94104. |
|---|
| (2) | Based solely on a Schedule 13G/A filing made by 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 10022. |
|---|
| (3) | Based solely on a Schedule 13G/A filing made by The Vanguard Group on February 10, 2016, reporting sole voting and dispositive power over the shares. This stockholder’s address is 100 Vanguard Blvd., Malvern, PA 19355. |
|---|
| (4) | Based solely on a Schedule 13G/A filing made by Franklin Mutual Advisers, LLC on February 2, 2016, reporting sole voting and dispositive power over the shares. This stockholder’s address is 101 John F. Kennedy Parkway, Short Hills, NJ 07078-2789. |
|---|
| (5) | Includes 72,000 shares subject to options that will be exercisable as of August 30, 2016. |
|---|
| (6) | Includes 68,000 shares subject to options that will be exercisable as of August 30, 2016. |
|---|
| (7) | Includes 140,000 shares subject to options that will be exercisable as of August 30, 2016. |
|---|
Symantec has adopted policies that executive officers and members of the Board hold an equity stake in the Company. The Nominating and Governance Committee reviews the minimum number of shares held by the executive officers and directors from time to time. The purpose of the policies is to more directly align the interests of our executive officers and directors with our stockholders. See “Stock Ownership Requirements” under the Compensation Discussion & Analysis section of Item 11 for a description of the stock ownership requirements applicable to our executive officers and “Director Stock Ownership Guidelines” under Director Compensation for a description of the stock ownership requirements applicable to our directors.
Equity Compensation Plan Information
The following table gives information about Symantec’s common stock that may be issued upon the exercise of options, warrants and rights under all of Symantec’s existing equity compensation plans as of April 1, 2016:
| | | | | | | | | | | | |
|---|
| | Equity Compensation Plan Information | | | | | | | | | | |
| Plan Category | | Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights | | | | Weighted- Average Exercise Price of Outstanding Options, Warrants and Rights | | | | Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Column (a)) | | |
| | (a) | | | | (b) | | | | (c) | | |
| Equity compensation plans approved by security holders | | | 18,969,852 | | | $ | 0.30 | | | | 61,600,927 | (1) |
| Equity compensation plans not approved by security holders | | | — | (2) | | | — | | | | — | |
| Total | | | 18,969,852 | | | $ | 0.30 | | | | 61,600,927 | |
| (1) | Represents 62,784 shares remaining available for future issuance under Symantec’s 2000 Director Equity Incentive Plan, 209,599 shares remaining available for future issuance under Symantec’s 2002 Executive Officer’s Stock Purchase Plan, 41,830,021 shares remaining available for future issuance under Symantec’s 2008 Employee Stock Purchase Plan and 19,498,523 shares remaining available for future issuance as stock options under Symantec’s 2013 Equity Incentive 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 these outstanding options was $1.43 as of April 1, 2016. In connection with these acquisitions, Symantec has only assumed outstanding options and rights, but not the plan themselves, and therefore, no further options may be granted under these acquired-company plans. |
|---|
filings.tools