Securities and Exchange Commission
Attention: Filing Desk
Judiciary Plaza
450 Fifth Street, NW
Washington, D.C. 20549
Re: Symbol Technologies, Inc. 1997 Employee Stock Purchase Plan
Gentlemen:
We transmit herewith for electronic filing with the Securities and
Exchange Commission, pursuant to the Securities Act of 1934, an annual report
on Form 11-K of the Symbol Technologies, Inc. 1997 Employee Stock Purchase
Plan.
Please address any comments regarding the above to the undersigned at One
Symbol Plaza, Holtsville, New York 11742-1300 (631) 738-4495.
Very truly yours,
Symbol Technologies, Inc.
By: /s/ Robert W. Korkuc
Robert W. Korkuc
Vice President,
Chief Accounting Officer
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 11-K
ANNUAL REPORT
Pursuant to Section 15 (d) of the
Securities Exchange Act of 1934
[X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [ FEE REQUIRED ]
For the Fiscal year ended December 31, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED].
For the transition period from ______________ to ______________
Commission file number 1-9802
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
SYMBOL TECHNOLOGIES, INC.
1997 EMPLOYEE STOCK PURCHASE PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
SYMBOL TECHNOLOGIES, INC.
ONE SYMBOL PLAZA
HOLTSVILLE, NY 11742-1300
SYMBOL TECHNOLOGIES, INC.
1997 Employee Stock Purchase Plan
Index to Financial Statements
PAGES
Independent Auditors' Report 2
Statements of Financial Condition as of
December 31, 2001 and 2000 3
Statements of Operations and Changes in
Participants' Equity for the years ended December 31, 2001, 2000
and 1999. 4
Notes to Financial Statements 5-7
INDEPENDENT AUDITORS' REPORT
To the Board of Directors of Symbol Technologies, Inc.
and Participants of the Symbol Technologies, Inc.
1997 Employee Stock Purchase Plan.
We have audited the accompanying statements of financial condition of the
Symbol Technologies, Inc. 1997 Employee Stock Purchase Plan (the "Plan") as of
December 31, 2001 and 2000, and the related statements of operations and
changes in participants' equity for each of the three years in the period
ended December 31, 2001. These financial statements are the responsibility of
the Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally
accepted in the United States of America. Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Plan as of December 31,
2001 and 2000, and the results of its operations and changes in its
participants' equity for each of the three years in the period ended December
31, 2001, in conformity with accounting principles generally accepted in the
United States of America.
/s/ DELOITTE & TOUCHE LLP
New York, New York
March 8, 2002
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SYMBOL TECHNOLOGIES, INC.
1997 Employee Stock Purchase Plan
Statements of Financial Condition
December 31, December 31,
2001 2000
ASSETS
Employer account receivable $3,572,462 $3,474,018
Employer contribution receivable 630,434 613,062
Total assets $4,202,896 $4,087,080
LIABILITIES
Payable for stock purchases $4,202,896 $4,087,080
Total liabilities 4,202,896 4,087,080
Participants' equity - -
Total liabilities and
participants' equity $4,202,896 $4,087,080
See Notes to Financial Statements
-3-
SYMBOL TECHNOLOGIES, INC.
1997 Employee Stock Purchase Plan
Statements of Operations and Changes in Participants' Equity
Year Ended Year Ended Year Ended
December 31, December 31, December 31,
2001 2000____ 1999______
Participant contributions $7,583,984 $6,534,960 $5,013,222
Employer contributions 1,253,233 1,133,958 864,200
Total additions 8,837,217 7,668,918 5,877,422
Stock Purchases 4,151,991 3,472,643 2,561,153
Participant withdrawals 482,330 109,195 116,088
Amounts reserved for future stock
purchases 4,202,896 4,087,080 3,200,181
Total deductions 8,837,217 7,668,918 5,877,422
Net additions - - -
Participants' equity, beginning - - -
of period
Participants' equity, end of $ - $ - $ -
Period
See Notes to Financial Statements
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SYMBOL TECHNOLOGIES, INC.
1997 Employee Stock Purchase Plan
Notes to Financial Statements
Years Ended December 31, 2001, 2000, and 1999
1. DESCRIPTION OF THE PLAN:
The following description of the Symbol Technologies, Inc. (the
"Company") 1997 Employee Stock Purchase Plan, (the "Plan"), provides
only general information. Participants should refer to the Plan document
for a more complete statement of the Plan's provisions.
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported
amounts of additions and deductions during the reporting period. Actual
results could differ from those estimates.
a. General Description
The Plan is an employee stock purchase plan that allows participants to
purchase shares of Symbol Common Stock ("Stock") through payroll
deductions. The Plan's fiscal year is divided into two six-month periods
("Payment Periods"). The Payment Periods are January 1 to June 30 and
July 1 to December 31 and represent the periods during which
participants' payroll deductions are accumulated. At the end of each
Payment Period, the participants' accumulated payroll deductions are
used to purchase shares of Stock. Participants may purchase shares of
Stock for an amount equal to 85% of the lesser of (1) the closing price
of a share of Stock on the first trading day of the Payment Period or
(2) the closing price of a share of Stock on the last trading day of the
Payment Period ("Option Price").
The Plan was approved by the Company's stockholders at the annual
meeting of Shareholders held on May 5, 1997. The Stock subject to the
options under the Plan shall be authorized but unissued common stock,
treasury shares or shares purchased on the open market. The aggregate
number of shares which may be issued pursuant to the Plan is 1,898,438
At December 31, 2001, participants of the Plan had purchased 1,445,833
shares of Stock since the Plan's inception and had accumulated payroll
deductions during the July 1, 2001 to December 31, 2001 payment period
sufficient to purchase 264,666 shares of Stock subsequent to December
31, 2001, leaving 187,939 shares of Stock available for future purchases
by Plan participants.
The Plan is neither qualified under Section 401(a) of the Internal
Revenue Code of 1986, as amended, nor subject to any of the provisions
of the Employee Retirement Income Security Act of 1974 (commonly known
as "ERISA").
b. Eligibility
All full-time employees of the Company or any of its participating
subsidiaries who have completed 90 days of continuous employment on or
before the first day of any Payment Period and all part-time employees
of the Company or its participating subsidiaries who satisfy certain
service requirements and who have completed 90 days of continuous
employment on or before the first day of any Payment Period are eligible
to participate in the Plan. Eligible employees may only enroll in the
Plan at the beginning of a Payment Period.
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c. Stock Purchases
On the last trading day of each Payment Period, the amount of each
participant's accumulated payroll deductions is applied towards the
purchase of the maximum number of whole and fractional shares of Stock
possible, determined by dividing the participant's total contribution by
the per share Option Price applicable for that Payment Period. The
maximum number of shares of Stock a participant can purchase is 2,500
shares. Purchased shares of Stock are transferred to a brokerage account
in the name of the participant at a securities brokerage firm approved
by a committee appointed by the Board of Directors of the Company.
d. Participant Contributions
Participants may elect to have 2% to 10% of their "Base Salary" (as
defined in the Plan) deducted on an after-tax basis for the purchase of
Stock. Participants may only increase their deduction percentages at the
beginning of a Payment Period and may not decrease their deduction more
often than once during any Payment Period. No interest accrues or is
paid on participants' accumulated payroll deductions. Once made, the
Company may use the payroll deductions for any corporate purpose, and
the Company has no obligation to segregate employees' payroll deductions
from any other funds of the Company or to hold funds representing the
same pending the application thereof to the purchase of shares at the
end of each Payment Period in accordance with the Plan.
e. Employer Contributions
The 15% discount from market value granted to Plan participants on the
purchase of shares of Stock at the end of each Payment Period represents
the Company's non-cash contribution to the Plan. These non-cash
contributions amounted to $1,253,233, $1,133,958, and $864,200, for the
years ended December 31, 2001, 2000, and 1999, respectively.
f. Participant Refunds
Plan participants may withdraw from the Plan (in whole but not in part)
at any time prior to the last day of a Payment Period by properly
notifying the Company. A participant's accumulated payroll deductions
for the Payment Period prior to withdrawal from the Plan will be
promptly refunded to the participant without interest (unless required
by law).
Participants who terminate their employment relationship with the
Company are not eligible to continue in the Plan. All payroll deductions
accumulated during the Payment Period through the date of such cessation
of employment are refunded to the employee or, in the event of the
employee's death, to his or her estate.
g. Administrative Expenses
The Company bears all costs in connection with the Plan including
administrative fees and all fees associated with the issuance of Stock.
Administrative expenses related to the Plan amounted to approximately
$49,000, $78,000, and $272,000, for the years ended December 31, 2001,
2000, and 1999, respectively.
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h. Plan Termination
The Plan may be terminated at any time by the Company's Board of
Directors, but such termination shall not affect options then
outstanding under the Plan. If at any time shares of Stock reserved for
the purpose of the Plan remain available for purchase but not in
sufficient number to satisfy all then unfilled purchase requirements,
the available shares shall be apportioned among participants in
proportion to the amount of payroll deductions accumulated on behalf of
each participant that would otherwise be used to purchase Stock, and the
Plan shall terminate. Upon such termination or any other termination of
the Plan, all payroll deductions not used to purchase stock will be
refunded, without interest (unless required by law).
2. INCOME TAX STATUS:
The Plan fulfills the requirements of an "employee stock purchase plan"
as defined in Section 423 of the Internal Revenue Code. As such, the
Plan is not required to file income tax returns or pay income taxes.
Under Section 423, a participating employee will not recognize taxable
income, and the Company will not be entitled to a tax deduction, for
federal income tax purposes when an employee enrolls in the Plan or when
a participant purchases shares of Stock under the Plan.
3. SUBSEQUENT EVENT:
Plan participants' accumulated payroll deductions for the Payment Period
ended December 31, 2001, amounted to $3,572,462 and have been recorded
as an amount receivable from the Company at December 31, 2001.
Subsequent to December 31, 2001, $3,572,462 of these accumulated
deductions were used to purchase 264,666 shares of Stock which were
issued to participants by the Company in February 2002. The 264,666
shares of Stock purchased subsequent to December 31, 2001 had a market
value of $4,202,896 as of the option price date which has been recorded
as the liability "Payable for stock purchases" at December 31, 2001.
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INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration No. 333-26593
of Symbol Technologies, Inc. on Form S-8 of our report dated March 08,
2002, appearing in this Annual Report on Form 11-K of the Symbol
Technologies, Inc. 1997 Employee Stock Purchase Plan for the year ended
December 31, 2001.
/s/ DELOITTE & TOUCHE LLP
New York, New York
March 26, 2002
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Stock Option and Restricted Stock Committee, the administrator of the
Symbol Technologies, Inc. 1997 Employee Stock Purchase Plan, has duly
caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
SYMBOL TECHNOLOGIES, INC.
1997 Employee Stock Purchase Plan
March 26, 2002
By: /s/ Carole DeMayo
Senior Vice President
Human Resources
SYMBOL TECHNOLOGIES, INC.