Description of Change in Employer National Insurance Treatment for Virgin Media Stock Option Awards
Virgin Media Inc. has changed its policy regarding national insurance contributions for employees exercising stock options under its 2006 and 2004 Stock Incentive Plans. Previously, employees were required to pay both their own and the employer's portion of UK national insurance when exercising options. As of October 26, 2009, the company will no longer require employees to pay the employer's portion for future and outstanding unexercised options. This change was approved by the Compensation Committee and applies to options not yet exercised.
Exhibit 10.16
Description of Change in Treatment of Employer National Insurance
with Respect to Stock Option Awards
The Companys option awards under the Virgin Media Inc. 2006 Stock Incentive Plan and the Amended & Restated Virgin Media 2004 Stock Incentive Plan are subject to United Kingdom employer and employee national insurance contributions (as well as employee income tax) at the time that vested options are exercised. UK national insurance is comparable to social security in the United States.
Historically, prior to the adoption of the Companys 2009 2011 Long-term Incentive Plan in June 2009, the Companys stock option notices have required the employee, at the time of exercise, to pay the employers portion of the national insurance contribution as well as the employees portion. At its meeting on October 26, 2009, the Compensation Committee determined as a general matter that this requirement should not be included in future option notices and that the Company would waive the requirement that the employee pay the employers national insurance contribution in respect of outstanding options that have not yet been exercised.