What are the main changes to Intuit's equity incentive plans?

The primary changes involve extending the 2005 Equity Incentive Plan by one year to December 2011, increasing the share pool by 9 million shares, and altering director compensation to be automatic Restricted Stock Units (RSUs) instead of options. Additionally, the Employee Stock Purchase Plan (ESPP) was authorized for an additional 3 million shares.

How will the changes in director compensation impact non-employee directors?

Non-employee directors will now receive automatic annual grants of restricted stock units (RSUs) rather than stock options. These grants will be determined by a non-discretionary formula based on a fixed dollar amount, which may provide more predictable value compared to option grants.

Are the stock trading plans adopted by officers and the foundation subject to specific conditions?

Yes, all adopted stock trading plans, including those for Scott D. Cook's family trust and CEO Brad D. Smith, are intended to comply with Rule 10b5-1 of the Exchange Act. This means they are pre-arranged plans for selling stock that are entered into when the individual does not possess material non-public information. Sales are subject to specific limit prices and are disclosed through Form 4 filings.

What is the total number of shares now available under the 2005 Equity Incentive Plan?

With the increase of 9,000,000 shares, the maximum number of Intuit common stock shares that may be issued or delivered pursuant to awards granted under the 2005 Equity Incentive Plan is now 65,000,000.

INTU 8-K: Leadership Changes

Summary

This 8-K filing from Intuit Inc. (INTU) details important updates regarding the company's equity incentive and employee stock purchase plans, approved by stockholders on December 15, 2009. Key changes include an extension of the 2005 Equity Incentive Plan by one year and an increase in the number of shares available for awards by 9 million. Additionally, the plan now mandates automatic annual grants of restricted stock units (RSUs) to non-employee directors, replacing prior option grants, based on a fixed dollar amount rather than a fixed share count. Furthermore, the Employee Stock Purchase Plan (ESPP) received approval for an additional 3 million shares to be issued over its term. In a separate but related development, the filing also discloses trading plans adopted by executive officers and a charitable foundation. Specifically, Scott D. Cook's family trust plans to sell up to 1.2 million shares and contribute 240,000 shares to a charitable foundation between February and December 2010, with the foundation also adopting a plan to sell these contributed shares. CEO Brad D. Smith has also adopted a plan to exercise and sell up to 200,000 shares.

Key Highlights

1Stockholder approval granted to amend Intuit's 2005 Equity Incentive Plan, effective December 15, 2009.
2The term of the 2005 Equity Incentive Plan extended by one year, now ending on December 9, 2011.
3Total shares available for awards under the 2005 Equity Incentive Plan increased by 9,000,000 to a maximum of 65,000,000 shares.
4Non-employee director compensation under the equity plan shifted from automatic option grants to automatic restricted stock unit (RSU) grants, based on a fixed dollar amount.
5Stockholder approval also granted to amend the Employee Stock Purchase Plan (ESPP), authorizing an additional 3,000,000 shares.
6Founder Scott D. Cook's family trust adopted a Rule 10b5-1 trading plan to sell up to 1.2 million shares and donate 240,000 shares to a charitable foundation between February and December 2010.
7CEO Brad D. Smith adopted a Rule 10b5-1 trading plan to exercise and sell up to 200,000 shares of Intuit common stock by December 2010.

INTUIT INC. 8-K Report, Executive Changes (Dec 18, 2009)

Summary

Key Highlights

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