LINEAR TECHNOLOGY CORPORATION
2005 EQUITY INCENTIVE PLAN
1. Purposes of the Plan. The purposes of this Stock Plan are:
o to attract and retain the best available personnel for positions of substantial responsibility,
o to provide incentives to individuals who perform services to the Company, and
o to promote the success of the Company's business.
Awards granted under the Plan may be Incentive Stock Options, Nonstatutory Stock Options, Stock
Appreciation Rights, Restricted Stock, Restricted Stock Units, Performance Shares, or Performance Units, as
the Administrator may determine.
2. Definitions. As used herein, the following definitions will apply:
(a) "Administrator" means the Board or any of its Committees as will be administering the Plan, in accordance
with Section 4 of the Plan.
(b) "Affiliate" means any corporation or any other entity (including, but not limited to, partnerships and joint
ventures) controlling, controlled by, or under common control with the Company.
(c) "Applicable Laws" means the requirements relating to the administration of equity-based awards or equity
compensation programs under U.S. state corporate laws, U.S. federal and state securities laws, the Code, any
stock exchange or quotation system on which the Common Stock is listed or quoted and the applicable laws of
any foreign country or jurisdiction where Awards are, or will be, granted under the Plan.
(d) "Award" means, individually or collectively, a grant under the Plan of Options, Stock Appreciation Rights,
Restricted Stock, Restricted Stock Units, Performance Shares, or Performance Units.
(e) "Award Agreement" means the written or electronic agreement setting forth the terms and provisions
applicable to each Award granted under the Plan. The Award Agreement is subject to the terms and conditions
of the Plan.
(f) "Award Transfer Program" means any program instituted by the Administrator which would permit
Participants the opportunity to transfer any outstanding Awards to a financial