background image
(1) Represents the most recent four quarters of revenue as of June 30, 2013.
(2) Market value as of June 30, 2013.
(3) Number of employees as disclosed in the most recent Form 10-K filed as of the date of this Proxy Statement.
The peer group for fiscal 2013 was the same as the peer group for fiscal 2012, except that TE Connectivity
replaced Lexmark International Group so that the peer group would better reflect the company's size in terms of
revenue. The company's revenue approximates the 63
rd
percentile of the peer group. Peer group compensation
data is taken from each company's most recent proxy statement and other Securities and Exchange Commission
filings.
For fiscal 2013, market data was also collected from the following independent published surveys:
Mercer US Premium Executive Remuneration Suite
Radford Executive Survey
Towers Perrin US CDB High Tech Executive Database
Towers Watson General Industry Top Management Compensation Survey Report -- U.S.
For fiscal 2013, the survey data was filtered for high-technology companies (where such data was not
available, the surveys were filtered for durable manufacturing companies or general industry), and was adjusted
to screen for companies with revenue levels we believed were comparable to ours. In reviewing this market data,
the Compensation Committee did not focus on any particular company used in the survey (other than the peer
companies noted above). For individuals who were executive officers at the time of the annual review, the survey
data and the peer group data were averaged (with the survey and peer group data weighted equally) to create
what we refer to in this section as "composite market data." (For officers who were not executive officers at the
time of the annual review, generally only survey data was reviewed.) The composite market data, along with our
target pay position strategy outlined below, provided the Compensation Committee a reference point, which was
one of several factors (as described above) that it used to make subjective compensation decisions during its
fiscal 2013 annual compensation review.
Consideration of Say-on-Pay Advisory Vote and Stockholder Outreach Efforts
At our 2012 Annual Meeting of Stockholders, more than 91% of the votes cast on the advisory Say-on-Pay
proposal indicated approval of the fiscal 2012 compensation of our named executive officers. The Compensation
Committee believes that the vote outcome is an indication that stockholders generally approve of the structure of
our executive compensation program. In addition, prior to the 2012 Annual Meeting of Shareholders, we reached
out to numerous institutional stockholders to solicit feedback on our executive compensation program. In light of
the 2012 advisory Say-on-Pay vote results and our discussions with stockholders, the Compensation Committee
structured executive compensation for fiscal 2013 in a way that is generally consistent with fiscal 2012.
Stockholders will have an opportunity annually to cast an advisory vote in connection with named executive
officer compensation.
32