Summary description of Seagate Technology's compensation policy



 EXHIBIT 10.17 
 Seagate Technology (the “Company”) 
 Non-Management Board Member Compensation

 as approved by the Board of Directors on October 25, 2007 
 Director Stock Grants 
  

	•	 	 Each newly appointed or elected non-management director will receive an initial stock option grant to purchase 55,000 shares with an exercise price equal to fair
market value as of the date of the grant, plus an initial grant of 15,000 restricted shares. The grant date for these awards shall be the date of the director’s election or appointment. The fair market value per common share shall be determined
under the terms of the Seagate Technology 2004 Stock Compensation Plan. Each restricted share grant will carry a four-year vesting schedule (measured from the vesting measurement date for the calendar year in which the grant is made), 25% cliff per
year on each anniversary of the vesting measurement date. Each stock option grant will carry a four-year vesting schedule (measured from the vesting measurement date for the calendar year in which the grant is made), vesting as to 25% of the shares
on the first anniversary of the vesting measurement date, with monthly vesting thereafter for the remaining shares to complete vesting in the subsequent three years. For non-incumbent director nominees, the vesting measurement date shall be either
the grant date or an earlier date in the same calendar month as the grant date based on the anticipated schedule of the Annual General Meeting of Shareholders for the next four years following the grant date and intended to occur shortly before the
Annual General Meeting of Shareholders. (Until the time that the vesting measurement date is adjusted either by the Board of Directors or the Compensation Committee, the vesting measurement date for all such grants to non-incumbent director nominees
will be October 15 of the year in which the grant occurs.) For appointed directors, the vesting measurement date shall be the date of commencement of Board service, which shall generally be the date of the Board meeting at which the director is
appointed. However, if the new director was, prior to commencement of Board service, an officer or member of the board of directors of an entity the stock, assets and/or business of which has been acquired by Seagate, the number of shares of the
initial grant shall be determined by the existing members of the Board, but shall not exceed the grant of 55,000 option shares and a grant of 15,000 restricted shares. 


  

	•	 	 Each year at the Annual General Meeting of Shareholders, each incumbent non-management director with a minimum of six (6) months tenure as of the date of the
Annual General Meeting who is re-elected to the Board shall automatically receive a stock option grant to purchase 10,000 shares of the Company’s common stock with an exercise price equal to fair market value as of the date of the grant, plus a
grant of 5,000 restricted shares. The grant date for these awards shall be the date of the Annual General Meeting of Shareholders. Each restricted share grant will carry a four-year vesting schedule (measured from the vesting measurement date for
the calendar year in which the grant is made), 25% cliff per year on each anniversary of the vesting measurement date. Each stock option grant will carry a four-year vesting schedule (measured from the vesting measurement date for the calendar year
in which the grant is made), vesting as to 25% of the shares on the first anniversary of the vesting measurement date, with monthly vesting thereafter for the remaining shares to complete vesting in the subsequent three years. The vesting
measurement date shall be either the grant date or an earlier date in the same calendar month as the grant date based on the anticipated schedule of the Annual General Meeting of Shareholders for the next four years following the grant date and
intended to occur shortly before the Annual General Meeting of Shareholders. (Until the time that the vesting measurement date is adjusted either by the Board of Directors or the Compensation Committee, the vesting measurement date for all such
grants will be October 15 of the year in which the grant occurs.) 


  







 Board Service Compensation 
  


	•	 	 Each board member shall receive an annual cash retainer of $50,000, payable in four equal installments of $12,500 per quarter to directors in good standing at the
date of each regular quarterly board meeting. 


 Board Chairman Compensation 
  

	•	 	 The board member serving as Chairman of the Board of Directors shall receive an additional annual cash retainer of $150,000 payable in four equal installments of
$37,500 on the first day of each calendar quarter. 


 Committee Service Compensation 
 Audit Committee 
  

	•	 	 The board member serving as the Chair of the Audit Committee shall receive an additional annual cash retainer of $50,000 payable in four equal installments of
$12,500 on the first day of each calendar quarter. 


  

	•	 	 Each board member serving as a member of the Audit Committee shall receive an additional annual cash retainer of $25,000 payable in four equal installments of
$6,250 on the first day of each calendar quarter. 


 Compensation Committee 
  

	•	 	 The board member serving as the Chair of the Compensation Committee shall receive an additional annual cash retainer of $15,000 payable in four equal installments
of $3,750 on the first day of each calendar quarter. 


  

	•	 	 Each board member serving as a member of the Compensation Committee shall receive an additional annual cash retainer of $10,000 payable in four equal installments
of $2,500 on the first day of each calendar quarter. 


 Nominating and Corporate Governance Committee

  

	•	 	 The board member serving as the Chair of the Nominating and Corporate Governance Committee shall receive an additional annual cash retainer of $15,000 payable in
four equal installments of $3,750 on the first day of each calendar quarter. 


  

	•	 	 Each board member serving as a member of the Nominating and Corporate Governance Committee shall receive an additional annual cash retainer of $10,000 payable in
four equal installments of $2,500 on the first day of each calendar quarter. 


  
 Travel Expense Reimbursements 
  

	•	 	 Directors shall be reimbursed for all reasonable expenses related to traveling to Board meetings. 


  

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	 Audit Committee Members:
	  	Compensation Committee Members:
		
	Donald E. Kiernan, Chair	  	 James A. Davidson, Chair

	Lydia M. Marshall	  	Gregorio Reyes
	Frank J. Biondi, Jr.	  	John W. Thompson
		
	 Nominating and Corporate
 Governance Committee Members:
	  	
		
	 Lydia M. Marshall, Chair
	  	
	William W. Bradley	  	
	Dr. C.S. Park	  	

  

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