-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RHckWVL5hR0ULIOuAYHuZAm7hh961K2ubm1EiZTECQ9gg039gmo9N8MVYvJzrLL6 NwTyMTad5zguqXWSUZAVhw== 0000893838-07-000225.txt : 20070705 0000893838-07-000225.hdr.sgml : 20070704 20070705163344 ACCESSION NUMBER: 0000893838-07-000225 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070625 FILED AS OF DATE: 20070705 DATE AS OF CHANGE: 20070705 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CA, INC. CENTRAL INDEX KEY: 0000356028 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 132857434 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: ONE CA PLAZA CITY: ISLANDIA STATE: NY ZIP: 11749 BUSINESS PHONE: 6313423550 MAIL ADDRESS: STREET 1: ONE CA PLAZA CITY: ISLANDIA STATE: NY ZIP: 11749 FORMER COMPANY: FORMER CONFORMED NAME: COMPUTER ASSOCIATES INTERNATIONAL INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lamm Jacob CENTRAL INDEX KEY: 0001405285 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09247 FILM NUMBER: 07965024 BUSINESS ADDRESS: BUSINESS PHONE: 631-342-6000 MAIL ADDRESS: STREET 1: ONE CA PLAZA STREET 2: C/O CA, INC. CITY: ISLANDIA STATE: NY ZIP: 11749 3 1 form3lamm_ex.xml X0202 3 2007-06-25 0 0000356028 CA, INC. CA 0001405285 Lamm Jacob ONE CA PLAZA ISLANDIA NY 11749 0 1 0 0 EVP, Products Common Stock, $.10 par value 37130 D Common Stock, $.10 par value 103.652 I 401(k) Plan Employee Stock Option (right to buy) 47.25 2008-02-23 Common Stock, $.10 par value 2500 D Employee Stock Option (right to buy) 36.50 2008-10-20 Common Stock, $.10 par value 15000 D Employee Stock Option (right to buy) 51.688 2009-07-21 Common Stock, $.10 par value 20000 D Employee Stock Option (right to buy) 27.00 2010-07-20 Common Stock, $.10 par value 2590 D Employee Stock Option (right to buy) 27.00 2010-07-20 Common Stock, $.10 par value 18410 D Employee Stock Option (right to buy) 27.00 2010-07-20 Common Stock, $.10 par value 9000 D Employee Stock Option (right to buy) 27.32 2014-02-12 Common Stock, $.10 par value 15000 D Employee Stock Option (right to buy) 27.26 2015-04-01 Common Stock, $.10 par value 5217 D Employee Stock Option (right to buy) 28.98 2015-05-20 Common Stock, $.10 par value 18800 D Employee Stock Option (right to buy) 21.770 2016-08-02 Common Stock, $.10 par value 28286 D Employee Stock Option (right to buy) 24.28 2016-09-14 Common Stock, $.10 par value 10000 D Includes shares purchased under the CA, Inc. Year 2000 Employee Stock Purchase Plan and restricted stock and restricted stock units granted at various times that vest over a three year period or a two year period. Shares held in the CA Savings Harvest Plan, a 401(k) Plan. Information presented as of June 25, 2007. This option vests over a five year period as follows: 25% on February 23, 2000, 20% on February 23, 2001, 25% on February 23, 2002 and 30% on February 23, 2003. This option vests over a five year period as follows: 25% on October 20, 2000, 20% on October 20, 2001, 25% on October 20, 2002 and 30% on October 20, 2003. This option vests over a five year period as follows: 10% on July 21, 2000, 15% on July 21, 2001, 20% on July 21, 2002, 25% on July 21, 2003 and 30% on July 21, 2004. This option vests over a four year period as follows: 370 on July 20, 2001, 555 on July 20, 2002, 740 on July 20, 2003 and 925 on July 20, 2004. This option vests over a four year period as follows: 2,630 on July 20, 2001, 3,945 on July 20, 2002, 5,260 on July 20, 2003 and 6,575 on July 20, 2004. This option vests 100% on June 8, 2007. This option vests over a three year period as follows: 34% on February 12, 2005, 33% on February 12, 2006 and 33% on February 12, 2007. This option vests over a three year period as follows: 34% on April 1, 2006, 33% on April 1, 2007 and 33% on April 1, 2008. This option vests over a three year period as follows: 34% on May 20, 2006, 33% on May 20, 2007 and 33% on May 20, 2008. This option vests over a three year period as follows: 34% on August 2, 2007, 33% on August 2, 2008 and 33% on August 2, 2009. This option vests over a three year period as follows: 34% on September 14, 2007, 33% on September 14, 2008 and 33% on September 14, 2009. /s/ Lawrence Egan, by power of attorney 2007-07-05 EX-24 2 form3lammex24.txt EXHIBIT 24 POWER OF ATTORNEY The undersigned, Jacob Lamm, hereby constitutes and appoints Kenneth V. Handal, Amy Fliegelman Olli, Lawrence Egan, and Rachel Lee signing singly, as the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of CA, Inc. (the "Company"), Form ID and Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form ID and Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and file such forms with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Form ID and Forms 3,4, and 5 with respect to the undersigned's holdings of and transactions in the securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed on June 27, 2007. /s/ Jacob Lamm ------------------- Jacob Lamm -----END PRIVACY-ENHANCED MESSAGE-----