Annual Report 2007 - LivePerson
Annual Report 2007 - LivePerson
Annual Report 2007 - LivePerson
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Item 9B. Other Information<br />
None.<br />
PART III<br />
Item 10. Directors, Executive Officers and Corporate Governance<br />
The information required by this Item 10 is incorporated by reference to the sections captioned to<br />
‘‘Election of Directors,’’ ‘‘Executive Officers,’’ ‘‘Board Committees and Meetings — Audit Committee,’’<br />
‘‘Corporate Governance Documents’’ and ‘‘Section 16(a) Beneficial Ownership <strong>Report</strong>ing Compliance’’ in the<br />
definitive proxy statement for our 2008 <strong>Annual</strong> Meeting of Stockholders.<br />
There have been no changes to the procedures by which stockholders may recommend nominees to our<br />
Board of Directors since our last disclosure of such procedures, which appeared in the definitive proxy<br />
statement for our <strong>2007</strong> <strong>Annual</strong> Meeting of Stockholders.<br />
We have adopted a Code of Ethics that applies to our Chief Executive Officer and Senior Financial<br />
Officers.<br />
Item 11. Executive Compensation<br />
The information required by this Item 11 is incorporated by reference to the sections captioned<br />
‘‘Compensation Discussion and Analysis’’, ‘‘Compensation Committee <strong>Report</strong>’’ (which information shall be<br />
deemed furnished in this <strong>Annual</strong> <strong>Report</strong> on Form 10-K), ‘‘Executive and Director Compensation’’ and<br />
‘‘Compensation Committee Interlocks and Insider Participation’’ in the definitive proxy statement for our 2008<br />
<strong>Annual</strong> Meeting of Stockholders.<br />
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder<br />
Matters<br />
The information required by this Item 12 with respect to the security ownership of certain beneficial<br />
owners and management is incorporated by reference to the section captioned ‘‘Ownership of Securities’’ in<br />
the definitive proxy statement for our 2008 <strong>Annual</strong> Meeting of Stockholders.<br />
The following table provides certain information regarding the common stock authorized for issuance<br />
under our equity compensation plans, as of December 31, <strong>2007</strong>.<br />
Plan Category<br />
Number of Securities<br />
to be Issued Upon<br />
Exercise of<br />
Outstanding Options,<br />
Warrants and Rights<br />
(a)<br />
Weighted-Average<br />
Exercise Price of<br />
Outstanding Options,<br />
Warrants and Rights<br />
(b)<br />
Number of Securities<br />
Remaining Available for<br />
Future Issuance Under<br />
Equity Compensation<br />
Plans (2)<br />
(c)<br />
Equity compensation plans approved by<br />
stockholders (1) .................. 9,060,366 $3.71 4,026,395<br />
Equity compensation plans not approved<br />
by stockholders ................. — — —<br />
Total .......................... 9,060,366 $3.71 4,026,395<br />
(1) Our equity compensation plans which were approved by our stockholders are the 2000 Stock Incentive<br />
Plan, as amended and restated, and the Employee Stock Purchase Plan.<br />
(2) Excludes securities reflected in column (a). The number of shares of common stock available for issuance<br />
under the 2000 Stock Incentive Plan automatically increases on the first trading day in each calendar year<br />
by an amount equal to three percent (3%) of the total number of shares of our common stock outstanding<br />
on the last trading day of the immediately preceding calendar year, but in no event shall such annual<br />
increase exceed 1,500,000 shares. The number of shares of common stock available for issuance under<br />
our Employee Stock Purchase Plan automatically increases on the first trading day in each calendar year<br />
by an amount equal to one-half of one percent (0.5%) of the total number of shares of our common stock<br />
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