Current Report Filing (8-k)
June 26 2017 - 4:32PM
Edgar (US Regulatory)
UNITED STATES
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): June 23, 2017
Symantec Corporation
(Exact Name of Registrant as Specified in Charter)
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Delaware
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000-17781
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77-0181864
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(State or Other Jurisdiction of
Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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350 Ellis Street, Mountain View, CA
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94043
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants Telephone Number, Including Area Code (650) 527-8000
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On June 23, 2017, the Compensation and Leadership Development Committee (the
Committee
) of the Board of Directors (the
Board
) of Symantec Corporation (the
Company
) approved the FY18 Senior Executive Annual Incentive Plans (the
Annual Incentive Plans
) for the Companys named executive
officers.
Under the terms of the Annual Incentive Plans, the named executive officers will be eligible to receive performance-based incentive bonuses
based on the Companys achievement of targeted non-GAAP revenue and non-GAAP operating income for fiscal year 2018, as detailed below.
For our named
executive officers, the target funding under the FY18 Executive Annual Incentive Plans are as follows: for Gregory C. Clark, 150% of annual base salary at 100% achievement; for Nicholas R. Noviello, 100% of annual base salary at 100% achievement;
for Michael D. Fey, 150% of annual base salary at 100% achievement; for Francis Rosch, 100% of annual base salary at 100% achievement; and for Scott Taylor, 100% of annual base salary at 100% achievement.
For the non-GAAP revenue metric: (a) at the threshold achievement level of 98% of target, the funding level is 40%; (b) above the threshold
achievement level, the funding level increases incrementally, up to a level of 100% at 100% achievement; (c) above the target achievement level, funding increases incrementally, up to a cap of a 200% funding based on achievement of 104% of
target; and (d) there is zero funding if the achievement is below 98% of target.
For the non-GAAP operating income metric: (a) at the threshold
achievement level of 97% of target, the funding level is 40%; (b) above the threshold achievement level, the funding level increases incrementally, up to a level of 100% at 100% achievement; (c) between 100% to 102% of the target
achievement level, funding remains at 100%; (d) above 102% of the target achievement level, funding increases incrementally, up to a cap of a 200% funding based on achievement of 108% of target; and (d) there is zero funding if the
achievement is below 97% of target.
The non-GAAP operating income and non-GAAP revenue metrics are tested and funded independently of each other and are
weighted equally. With respect to the above metrics, the calculations will be made assuming that foreign currency is held constant at plan rates. The measurement period for all metrics is the fiscal year ending on March 30, 2018.
With the exception of Gregory Clark, the individual payout amount will be determined based on an assessment of individual performance against a set of
financial, non-financial, individual, and team-based goals and will be allocated from the bonus pool. The bonus payment for Gregory Clark will be calculated based on the companys financial metrics as described above.
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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: June 26, 2017
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By:
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/s/ Scott C. Taylor
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Scott C. Taylor
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Executive Vice President, General Counsel
and Secretary
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