-----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, CreRtW1mPyqSVNhnl+b+r5pb5DjOdNxgC2ckEYLk2DCQ1bkuA03qjvdJaeZMnLMh t2HsF3+D7v3Y3C5cnWbGCA== /in/edgar/work/0000891618-00-004747/0000891618-00-004747.txt : 20001003 0000891618-00-004747.hdr.sgml : 20001003 ACCESSION NUMBER: 0000891618-00-004747 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20001002 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SYMANTEC CORP CENTRAL INDEX KEY: 0000849399 STANDARD INDUSTRIAL CLASSIFICATION: [7372 ] IRS NUMBER: 770181864 STATE OF INCORPORATION: DE FISCAL YEAR END: 0402 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: SEC FILE NUMBER: 000-17781 FILM NUMBER: 733017 BUSINESS ADDRESS: STREET 1: 20330 STEVENS CREEK BLVD CITY: CUPERTINO STATE: CA ZIP: 95014 BUSINESS PHONE: 4082539600 MAIL ADDRESS: STREET 1: 20330 STEVENS CREEK BLVD CITY: CUPERTINO STATE: CA ZIP: 95014 DEFA14A 1 f66019defa14a.txt DEFINITIVE ADDITIONAL MATERIALS 1 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Definitive Proxy Statement [X] Definitive Additional Materials [ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Symantec Corporation ------------------------------------------------ (Name of Registrant as Specified In Its Charter) ------------------------------------------------------------------------ (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): [X] No fee required. [ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): (4) Proposed maximum aggregate value of transaction: (5) Total fee paid: [ ] Fee paid previously with preliminary materials. [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed: 2 [On Symantec Letterhead] September 27, 2000 [Name and Address of Stockholder appear here] Dear [Stockholder]: As you know, in connection with our annual meeting of stockholders, we have requested that our stockholders approve an amendment to our 1996 Equity Incentive Plan (the "Plan"). After discussion with some of our stockholders, we learned that many of those stockholders would prefer that we commit not to reprice options granted to our employees without first obtaining stockholder approval. Based on that information, we have determined that if we are able to obtain approval of the outstanding proposal to increase the number of shares available under the Plan, we will not reprice options issued under any of the corporation's existing stock option plans by lowering the option exercise price of a previously granted award, by canceling outstanding options and issuing replacements, or by otherwise replacing existing options with substitute options with lower exercise prices, unless we first receive the approval of the company's stockholders. If we are able to obtain approval of the outstanding proposal to increase the number of shares available under the Plan, the Plan will be amended at our next Board of Directors meeting to reflect this commitment. We believe that the level of dilution reflected by our current practices and the requested increase in shares available under the Plan are appropriate in the highly competitive business environment for our company. Symantec recently collected information related to how much dilution comparable companies incur in connection with their employee equity compensation programs. Our principle sources of information were iQuantic and Mercer; iQuantic and Mercer are well-known, independent professional research organizations. The information provided by them indicates that software and other high technology companies in general have a greater level of dilution from employee equity plans than Symantec. We also have anecdotal evidence that our current level of equity grants has resulted in the loss of key employees, and in a greater difficulty in hiring new employees into key positions. While we do not wish to increase dilution of non-employee stockholders, we believe that the future success of the company depends on our ability to attract and retain key employees. We also believe that our proposal to increase the number of shares available under the Plan is critical to our ability to attract and retain those key employees. Sincerely, /s/ Art Courville Art Courville Vice President and General Counsel -----END PRIVACY-ENHANCED MESSAGE-----