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COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION
All of the Compensation Committee members whose names appear on the Compensation Committee Report
above were members of the Compensation Committee during all of fiscal 2013. All members of the
Compensation Committee during fiscal 2013 were independent directors and none of them were our employees
or former employees or had any relationship with us requiring disclosure under rules of the Securities and
Exchange Commission requiring disclosure of certain transactions with related persons. There are no
Compensation Committee interlocks between us and other entities in which one of our executive officers served
on the compensation committee (or equivalent body) or the board of directors of another entity whose executive
officer(s) served on our Compensation Committee or Board of Directors.
EXECUTIVE COMPENSATION TABLES AND NARRATIVES
Fiscal Years 2011 -- 2013 Summary Compensation Table
The following table presents information regarding compensation earned for fiscal years 2011, 2012 and
2013 by the individuals who served as our Chief Executive Officer or Chief Financial Officer during fiscal 2013
(Messrs. Milligan, Coyne and Nickl), our two other executive officers who were serving as executive officers at
the end of fiscal 2013 (Messrs. Leyden and Cordano) and one former executive officer (Mr. Murphy) who was
not serving as an executive officer at the end of fiscal 2013. In this Proxy Statement, we refer to these individuals
as our named executive officers. Unless otherwise noted, the footnote disclosures apply to fiscal 2013
compensation. For an explanation of the amounts included in the table for fiscal years 2011 or 2012, please see
the footnote disclosures in our Proxy Statement for the corresponding fiscal year.
Name and Principal Position
Fiscal
Year
Salary
($)
Bonus
($)(3)
Stock
Awards
($)(4)(5)
Option
Awards
($)(4)
Non-Equity
Incentive Plan
Compensation
($)(6)
Change in
Pension Value
and
Nonqualified
Deferred
Compensation
Earnings ($)
All Other
Compensation
($)(7)
Total
($)
Stephen D. Milligan(1) . . . . . . . . . . 2013
910,000 125,000 7,427,988 1,542,019
1,457,500
--
93,457
11,555,964
President and
Chief Executive Officer
2012
249,615
-- 3,929,737 1,900,370
614,384
--
14
6,694,120
John F. Coyne(1) . . . . . . . . . . . . . . 2013
530,769
--
--
--
3,925,500
--
258,832
4,715,101
Former Chief Executive
2012 1,000,000
-- 6,304,158 3,102,450
6,772,500
--
41,770
17,220,878
Officer
2011
978,846
--
-- 1,676,928
4,308,750
--
43,250
7,007,774
Wolfgang U. Nickl . . . . . . . . . . . . . 2013
440,038
72,812 1,616,927
460,942
1,115,026
--
60,559
3,766,304
Executive Vice President
2012
393,846
--
808,416
901,616
1,026,150
--
21,635
3,151,663
and Chief Financial Officer
2011
340,746
--
237,597
305,600
559,331
--
19,587
1,462,861
Timothy M. Leyden . . . . . . . . . . . . 2013
700,000
96,250 2,012,245 1,720,898
2,639,150
--
127,529
7,296,072
President, WD Subsidiary
2012
629,231
-- 2,847,924 1,164,090
2,487,150
--
9,838
7,138,233
2011
593,269
--
633,628
814,939
1,261,500
--
2,537
3,305,873
Michael D. Cordano . . . . . . . . . . . . 2013
592,212 130,400 3,748,995 1,475,049
674,850
--
41,091
6,662,597
President, HGST Subsidiary
James J. Murphy(2) . . . . . . . . . . . . 2013
437,500
45,157 1,018,086
870,691
1,302,519
--
16,803
3,690,756
Executive Vice President,
2012
425,000
-- 1,172,424 1,281,752
1,604,482
--
6,250
4,489,908
Storage Products and
WW Sales (WD)
2011
421,635
--
448,816
577,244
698,891
--
3,273
2,149,859
(1) Mr. Coyne retired as our Chief Executive Officer on January 2, 2013, and Mr. Milligan succeeded Mr. Coyne
as our President and Chief Executive Officer upon Mr. Coyne's retirement.
(2) Effective August 7, 2012, in connection with review of policy-making functions and an organizational
restructuring, Mr. Murphy ceased serving as an executive officer of the company (although he remained
employed in the same position as before the review). Under Securities and Exchange Commission rules,
however, his compensation is reportable as a named executive officer for fiscal 2013.
(3) As provided under Securities and Exchange Commission rules, the amounts shown include amounts paid
under our ICP for fiscal 2013 over and above the amounts earned by meeting the performance measures of
the Plan, as more fully described in the "Compensation Discussion and Analysis" section above and
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