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Your vote is important. Whether or not you plan to attend the Annual Meeting, we encourage you to read this
Proxy Statement and submit your proxy card or voting instructions as soon as possible. For specific instructions
on how to vote your shares, please refer to the instructions on the Notice you received in the mail, the section
entitled "Commonly Asked Questions and Answers" set forth below in this Proxy Statement or, if you requested
to receive printed proxy materials, your enclosed proxy card.
Why am I receiving these materials?
Our Board of Directors has made these materials available to you on the internet or, upon your request, has
delivered printed proxy materials to you in connection with the solicitation of proxies for use at our 2013 Annual
Meeting of Stockholders, which will take place on Wednesday, July 31, 2013 at 2:00 p.m. local time, at our
corporate headquarters in Redwood City, California. This Proxy Statement describes proposals on which you, as
a stockholder, are being asked to vote. It also gives you information on these proposals, as well as other
information so that you can make an informed decision. As a stockholder, you are invited to attend the Annual
Meeting and are requested to vote on the items of business described in this Proxy Statement.
Why did I receive a Notice in the mail regarding the internet availability of proxy materials instead of a full set
of proxy materials?
In accordance with rules adopted by the SEC, we may furnish proxy materials, including this Proxy Statement
and our Annual Report, to our stockholders by providing access to such documents on the internet instead of
mailing printed copies. Most stockholders will not receive printed copies of the proxy materials unless they
request them. Instead, the Notice, which was mailed to most of our stockholders, provides instructions on how to
access and review all of the proxy materials on the internet. The Notice also describes how you may submit your
proxy on the internet. If you would like to receive a paper or email copy of our proxy materials, you should
follow the instructions for requesting such materials in the Notice.
Can I vote my shares by filling out and returning the Notice?
No, however, the Notice provides instructions on how to vote by internet, by mail by requesting and returning a
paper proxy card, or by submitting a ballot in person at the Annual Meeting.
Who can vote at the Annual Meeting?
Stockholders who owned common stock on June 10, 2013 may attend and vote at the Annual Meeting. If your
shares are registered directly in your name with our transfer agent, Wells Fargo Shareowner Services, you are
considered, with respect to those shares, the stockholder of record. As the stockholder of record, you have the
right to vote in person at the meeting. If your shares are held in a brokerage account or by another nominee or
trustee, you are considered the beneficial owner of shares held in street name. As the beneficial owner, you are
also invited to attend the meeting. Since a beneficial owner is not the stockholder of record, you may not vote
these shares in person at the meeting unless you obtain a "legal proxy" from your broker, nominee, or trustee that
holds your shares, giving you the right to vote the shares at the meeting. Each share of common stock is entitled
to one vote.
What am I voting on?
We are asking you to:
· Elect Leonard S. Coleman, Jay C. Hoag, Jeffrey T. Huber, Vivek Paul, Lawrence F. Probst III,
Richard A. Simonson, Luis A. Ubiņas, and Denise F. Warren to the Board of Directors to hold office for a
one-year term;
· Approve amendments to the Company's 2000 Equity Incentive Plan to increase the number of shares of
common stock authorized under the Equity Plan by 18,000,000 shares, and to increase the limit on the
number of shares that may be covered by equity awards to new employees under the Equity Plan in a
fiscal year;