UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
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o Preliminary Proxy Statement
o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o Definitive Proxy Statement
þ Definitive Additional Materials
o Soliciting Material Pursuant to §240.14a-12
Symantec Corporation
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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On July 25, 2006, Symantec Corporation (the Company) filed a Definitive Proxy Statement on
Schedule 14A (the Proxy Statement) in connection with its 2006 Annual Meeting of Stockholders, to be
held on September 13, 2006 (the Annual Meeting). At the Annual Meeting, the Company is
requesting that the stockholders of the Company approve the amendment and restatement of the Companys 2004 Equity
Incentive Plan (the Plan), as set forth in Proposal No. 2 of the Proxy Statement. A copy of the
form of the Plan is attached as Annex A to the Proxy Statement.
Pursuant to discussions of the
Company with Institutional Shareholder Services (ISS), management of the Company has determined
to recommend to the Companys Board of Directors (the Board) that it amend Section 16 of the Plan to delete the
second sentence in such section to clarify that the Company may not engage in a cash-for-equity
exchange without prior stockholder approval. The revised Section 16 would read in its entirety as
follows:
16. Exchange and Buyout of Awards. The Committee may, at any time or from time to
time, authorize the Company, with the consent of the respective Participants, to issue new
Awards in exchange for the surrender and cancellation of any or all outstanding Awards.
This Section shall not be construed to defeat the approval requirements of Section 5.9 for
any repricing of Options.
The Company expects the Board to so amend the Plan at the first
meeting of the Board following the Annual Meeting.
The
information provided above may be deemed additional soliciting materials within the meaning of the
Securities Exchange Act of 1934, as amended.