Risk Analysis of Intel's Performance-Based

Risk Analysis of Intel's Performance-Based

Compensation Plans

Compensation Plans

The Compensation Committee believes that although the majority of compensation provided to our executive officers is performance-based, our executive compensation programs do not encourage excessive and unnecessary risk taking. The design of these compensation programs encourages Intel's executive officers to remain focused on both the short- and long-term operational and financial goals of the company in several key respects. For example, while annual stock option and RSU awards vest 25% each year, long-term option and RSU awards vest after five years, which encourages officers to focus on sustained stock price appreciation. Similarly, in our Executive Officer Incentive Plan, the relative component measures Intel's financial performance against its peers for the previous year, while the absolute component measures Intel's current-year financial performance against the previous three years, which encourages the officers to focus on improving financial performance over a period of years.

© 2009 Intel Corporation