Summary
This Form 8-K filing by Apple Inc. on March 1, 2010, primarily details the outcomes of the Annual Meeting of Shareholders held on February 25, 2010. The key information for investors revolves around the shareholder approval of amendments to two significant stock-based compensation plans: the 2003 Employee Stock Plan and the 1997 Director Stock Plan. These amendments included increasing the share pool for the employee plan and introducing restricted stock units (RSUs) for directors, alongside extending the plans' terms. The filing also confirms the election of all seven directors and the ratification of Ernst & Young LLP as the independent auditor for fiscal year 2010.
Key Highlights
- 1Shareholders approved amendments to the 2003 Employee Stock Plan, increasing the share reserve by 36 million shares and extending performance-based award authority through 2015.
- 2Amendments to the 1997 Director Stock Plan were approved, including the introduction of Restricted Stock Units (RSUs) as awards for directors, replacing automatic stock options, and extending the plan's term.
- 3All seven incumbent directors were re-elected to the Board of Directors.
- 4The appointment of Ernst & Young LLP as Apple's independent registered public accounting firm for fiscal year 2010 was ratified by shareholders.
- 5Management proposals regarding the stock plan amendments, director elections, executive compensation advisory vote, and auditor ratification all passed with high percentages of shareholder approval.
- 6Two shareholder proposals concerning sustainability reporting and a sustainability committee were not approved by shareholders.
Frequently Asked Questions
For the 2003 Employee Stock Plan, shareholders approved an increase of 36 million shares available for awards and extended the period for granting awards intended to qualify as performance-based compensation through the 2015 annual meeting. For the 1997 Director Stock Plan, amendments included the introduction of Restricted Stock Units (RSUs) as the standard award for directors (replacing stock options), a modified share counting method for RSUs, and an extension of the plan's term.
Shareholders voted against two shareholder proposals: one requesting the preparation of a sustainability report and another asking to establish a Board committee on sustainability. Both proposals failed to gain majority support.
No, all seven incumbent directors listed in the filing were re-elected to serve a one-year term on the Board of Directors, indicating continuity in leadership.
Ernst & Young LLP was ratified by shareholders as Apple's independent registered public accounting firm for fiscal year 2010.