## Table

|  | Fiscal 2019 Director Compensation |  |  |
|---|---|---|---|
| Name | Fees earned or paid in cash ($) (1)(2) | Stock Awards ($)(3)(4) | Total ($) |
| Susan P. Barsamian(5) | 3,383 | 73,210(6) | 76,593 |
| Frank E. Dangeard | 85,018 | 274,982 | 360,000 |
| Peter A. Feld(7) | 16,071 | 174,108(8) | 190,179 |
| Dale L. Fuller(7) | 34,821 | 147,321 | 182,142 |
| Kenneth Y. Hao | 21 | 324,979(9) | 325,000 |
| Richard S. Hill(5) | 15,772 | 61,948 | 77,720 |
| David W. Humphrey | 21 | 324,979(9) | 325,000 |
| Geraldine B. Laybourne(10) | 80,018 | 274,982 | 355,000 |
| David L. Mahoney | 105,024 | 274,976 | 380,000 |
| Robert S. Miller(10)(11) | 120,639 | 124,635 | 245,274 |
| Anita M. Sands | 70,018 | 274,982 | 345,000 |
| Daniel H. Schulman | 195,018 | 274,982 | 470,000 |
| V. Paul Unruh | 95,018 | 274,982 | 370,000 |
| Suzanne M. Vautrinot | 70,018 | 274,982 | 345,000 |



## Text

The following table provides information for fiscal year 2019 compensation for all of our current and former non-employee directors:


1) Non-employee directors receive an annual retainer fee of $50,000 plus an additional annual fee of $15,000 (Compensation Committee and Nominating and Governance Committee) or $20,000 (Audit Committee) for membership on each committee. The chair of each committee receives an additional annual fee of $15,000 (Nominating and Governance Committee) or $25,000 (Audit Committee and Compensation Committee). The Lead Independent Director/Independent Chairman receives an annual fee of $100,000 (reduced to $75,000 for 2020).


(2) Includes payments for fractional share(s) from stock awards granted to each non-employee director.


(3) Amounts shown in this column reflect the aggregate full grant date fair value calculated in accordance with Financial Accounting Standards Board (‘‘FASB’’) Accounting Standards Codification (‘‘ASC’’) Topic 718 for awards granted during FY19.


(4) Each non-employee director, other than Ms. Barsamian and Messrs. Feld, Fuller, Hill and Miller, was granted 12,320 RSUs on May 17, 2018, with a per-share fair value of $22.32 and an aggregate grant date fair value of $274,982.40. Each such director’s fees were paid in cash as reported in the ‘‘Fees Earned or Paid in Cash’’ column in the table above. No non-employee director had any outstanding stock awards as of March 29, 2019.


(5) Ms. Barsamian and Mr. Hill were appointed to our Board on January 7, 2019 and received a pro-rated portion of non-employee director fees from the date of such director’s appointment on January 7, 2019 through the end of FY19. Ms. Barsamian and Mr. Hill were each granted 2,717 RSUs on February 5, 2019, with a per-share fair value of $22.80 and an aggregate grant date fair value of $61,947.60. The balance of each such director’s fees was paid in cash as reported in the ‘‘Fees Earned or Paid in Cash’’ column in the table above.


(6) In lieu of cash, Ms. Barsamian elected to receive 100% of the pro-rated portion of her annual retainer fee of $50,000 in the form of our common stock. Accordingly, pursuant to the terms of the 2000 Director Equity Incentive Plan, Ms. Barsamian was granted 494 shares at a per share fair value of $22.80 and an aggregate grant date fair value of $11,263. The balance of Ms. Barsamian’s fee was paid in cash as reported in the ‘‘Fees Earned or Paid in Cash’’ column in the table above.


(7) Messrs. Feld and Fuller were appointed to our Board on September 16, 2018 and each received pro-rated portions of such director’s non-employee director fees from the date of his appointment on September 16, 2018 through the end of FY19. Messrs. Feld and Fuller were granted 6,764 RSUs on December 7, 2018, with a per-share fair value of $21.78 and an aggregate grant date fair value of $147,320. The balance of each such director’s fees was paid in cash as reported in the ‘‘Fees Earned or Paid in Cash’’ column in the table above.


(8) In lieu of cash, Mr. Feld elected to receive 100% of the pro-rated portion of his annual retainer fee of $50,000 in the form of our common stock. Accordingly, pursuant to the terms of the 2000 Director Equity Incentive Plan, Mr. Feld was granted 1,229 shares at a per share fair value of $21.78 and an aggregate grant date fair value of $26,767. The balance of Mr. Feld’s fee was paid in cash as reported in the ‘‘Fees Earned or Paid in Cash’’ column in the table above.


(9) In lieu of cash, Messrs. Hao and Humphrey each received 100% of his respective annual retainer fee of $50,000 in the form of our common stock. Accordingly, pursuant to the terms of the 2000 Director Equity Incentive Plan, each was granted 2,240 shares at a per share fair value of $22.32 and an aggregate grant date fair value of $49,997. The balance of each such director’s fee was paid in cash as reported in the ‘‘Fees Earned or Paid in Cash’’ column in the table above.


(10) Ms. Laybourne and Mr. Miller served on the Board through December 3, 2018, the date of the Company’s 2019 Annual Meeting of Stockholders.


(11) Mr. Miller’s non-employee director fees were prorated through December 3, 2018, the date of the Company’s 2019 Annual Meeting of Stockholders. Mr. Miller was granted 5,584 RSUs on May 17, 2018, with a per-share fair value of $22.32 and an aggregate grant date fair value of $124,635. The balance in director’s fees was paid in cash as reported in the ‘‘Fees Earned or Paid in Cash’’ column in the table above.