Security Ownership of Certain Beneficial Owners

Security Ownership of Certain Beneficial Owners

and Management and Related Stockholder Matters

and Management and Related Stockholder Matters

 

The information appearing in our 2008 Proxy Statement under the heading "Security Ownership of Certain Beneficial Owners and Management" is incorporated by reference in this section.

Equity Compensation Plan Information

Information as of December 29, 2007 regarding equity compensation plans approved and not approved by stockholders is summarized in the following table (shares in millions):

Plan Category   (A)
Number of Shares to Be Issued Upon Exercise of Outstanding Options and Rights(1)
  (B)
Weighted Average Exercise Price of Outstanding Options(2)
  (C)
Number of Shares Remaining Available for Future Issuance Under Equity Incentive Plans (Excluding Shares Reflected in Column A)
               
Equity incentive plans approved by stockholders   262.2   $ 23.62   439.9(3)
Equity incentive plans not approved by stockholders(4)   453.4   $ 29.72  
Total   715.6(5)   $ 27.78   439.9
(1) Includes 51.1 million shares issuable upon vesting of restricted stock units (RSUs) that we granted under the 2006 Equity Incentive Plan. The remaining balance consists of outstanding stock option grants.
(2) The weighted average exercise price does not take into account the shares issuable upon vesting of outstanding RSUs, which have no exercise price.
(3) Amount includes a maximum of 168 million shares that can be awarded as restricted stock or RSUs under the 2006 Equity Incentive Plan. Amount also includes 214 million shares available under our 2006 Stock Purchase Plan.
(4) Consists of shares available upon exercise of options granted under our 1997 Stock Option Plan, which was not required to be approved by stockholders. The 1997 Stock Option Plan was terminated as to future grants in May 2004.
(5) Total excludes 1.4 million shares issuable under outstanding options, with a weighted average exercise price of $15.98, originally granted under plans that we assumed in connection with acquisitions.

The 1997 Stock Option Plan (1997 Plan) provided for the granting of stock options to employees other than officers and directors. The 1997 Plan, which was not approved by stockholders, was terminated as to future grants when the 2004 Equity Incentive Plan was approved by stockholders in May 2004. The 1997 Plan is administered by the Compensation Committee, which has the power to determine matters related to outstanding option awards under the 1997 Plan, including conditions of vesting and exercisability. Options granted under the 1997 Plan expire no later than 10 years from the grant date. Options granted before 2003 under the 1997 Plan generally vest in 5 years, and options granted under the 1997 Plan in 2003 and 2004 generally vest in increments over 4 or 5 years from the date of grant. Grants to key employees may have delayed vesting, generally beginning 6 years from the date of grant.

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