Acceleration of unvested long-term incentives:
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Long-term incentives you held on 24 May 2016 may be eligible for acceleration triggered by specific events whether or not related to a spin-merge.
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Conversion of long-term incentives:
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When the ES/CSC spin-merges take place, your long-term incentives will be converted to maintain the intrinsic value of your grants.
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Impact on your HPE shares:
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If you hold HPE shares on the record date,[2] you will keep your HPE shares and receive a distribution of shares of the ES/CSC merged entity (after 31 March 2017), and shares of the Software/Micro Focus merged entity (in the second half of fiscal year 2017).
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Taxes:
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In the U.S., both spin-merges are intended to be tax free. In other countries, there may be tax implications associated with the acceleration and/or conversion of your long-term incentives and any new merged company shares you may receive at the close of either spin-merge.
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Restrictions:
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The vesting of your long-term incentives and the ability to exercise stock options or stock appreciation rights will be impacted by a blackout at Merrill Lynch. The ability to exercise your stock options and/or sell your HPE shares is governed by our insider trading policies.
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