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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 1, 2005
SYMANTEC CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation)
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000-17781
(Commission
File Number)
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77-0181864
(IRS Employer
Identification No.) |
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20330 Stevens Creek Blvd., Cupertino, California
(Address of principal executive offices)
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95014
(Zip Code) |
Registrants telephone number, including area code (408) 517-8000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On September 1, 2005, Symantec Corporation (Symantec) adopted new FY06 Executive Incentive Plans
and FY06 Executive Supplemental Incentive Plans to reflect the combined companys revenue and
earnings per share growth targets following Symantecs acquisition of VERITAS Software Corporation
on July 2, 2005. These plans replace substantially similar plans that were adopted earlier in the
current fiscal year.
Under the terms of the new FY06 Executive Incentive Plans, Symantecs executive officers are
eligible to receive performance-based incentive bonuses at the end of the fiscal year with target
payouts ranging from 40% to 125% of their annual base salaries. The
actual bonus amounts for all executive officers other than
Symantecs Vice President of Finance and Chief Accounting Officer are
subject to the following metrics and weighting: (a) achievement of targeted revenue growth of the
combined company (50% weighting); and (b) achievement of targeted earnings per share growth of the
combined company (50% weighting). The bonus amount for Symantecs Vice President of Finance and Chief Accounting Officer is subject to
an individual objectives metric (30% weighting) in addition to the revenue and earnings per share metrics
described above (weighted at 35% each). The measurement period for targeted revenue and earnings per
share growth is the nine month period ending on March 31, 2006.
Under the terms of the new FY06 Executive Supplemental Incentive Plans, certain executive officers
who were executive officers of Symantec prior to the acquisition of VERITAS are eligible to receive
performance-based incentive bonuses equivalent to the bonuses payable under, and upon terms
substantially similar to, Symantecs new FY06 Executive Incentive Plans. Symantecs chief
executive officer is not eligible to participate under the FY06 Executive Supplemental Incentive
Plan. The supplemental incentive bonuses will be in addition to the incentive bonuses payable
under the new FY06 Executive Incentive Plans. The target payouts under the supplemental incentive
plans are 40% to 100% of a participants annual base salary. The plans do not include minimum
guaranteed payments except for John Schwarz, President, in the amount of $1.5 million and Thomas
Kendra, Senior Vice President World Wide Sales, in the amount of $750,000. In addition, the
supplemental incentive bonus may be increased up to a maximum of 50% of the calculated bonus amount
for any participant, based on the executive officers impact on and contributions to the
integration of Symantec and VERITAS.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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SYMANTEC CORPORATION
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Date: September 7, 2005 |
/s/ Arthur F. Courville
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Arthur F. Courville |
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Senior Vice President,
Corporate Legal Affairs and Secretary |
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