-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JRq8pmOc2SBcObajvhhHeJ/EZLq/qOemqEIJ/IzEQIyfaD0DkHjiU4Q9TACX6mTV sSjPzpPVTq2idteKdd74lQ== 0001209191-10-054725.txt : 20101112 0001209191-10-054725.hdr.sgml : 20101111 20101112170438 ACCESSION NUMBER: 0001209191-10-054725 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101111 FILED AS OF DATE: 20101112 DATE AS OF CHANGE: 20101112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DEWALT DAVID G CENTRAL INDEX KEY: 0001228853 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31216 FILM NUMBER: 101187705 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: McAfee, Inc. CENTRAL INDEX KEY: 0000890801 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770316593 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3965 FREEDOM CIRCLE CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 4089883832 MAIL ADDRESS: STREET 1: 3965 FREEDOM CIRCLE CITY: SANTA CLARA STATE: CA ZIP: 95054 FORMER COMPANY: FORMER CONFORMED NAME: NETWORKS ASSOCIATES INC/ DATE OF NAME CHANGE: 19980611 FORMER COMPANY: FORMER CONFORMED NAME: MCAFEE ASSOCIATES INC DATE OF NAME CHANGE: 19930328 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2010-11-11 0 0000890801 McAfee, Inc. MFE 0001228853 DEWALT DAVID G C/O MCAFEE, INC. 5000 HEADQUARTERS DRIVE PLANO TX 75024 1 1 0 0 CEO, President & Director Common Stock 2010-11-11 4 S 0 86881 47.3196 D 232798 I via DeWalt Family Trust Includes 633 shares of the Issuer's common stock acquired on May 28, 2010 through the McAfee, Inc. 2002 Employee Stock Purchase Plan. As has been widely reported, the capital gains and personal income tax rates are expected to increase, effective January 1, 2011. For this reason, the Reporting Person is selling the vested stock units specified herein prior to December 31, 2010. The Reporting Person believes that this is the appropriate time for the sales reflected herein in light of the following: (i) the Issuer's disclosure on October 28, 2010 of its Q3 2010 earnings and that the acquisition of the Issuer by Intel is still expected to close by mid next year, (ii) the Issuer's disclosure on November 2, 2010 of the results of the November 2, 2010 stockholder vote approving the acquisition of the Issuer by Intel, and (iii) the opening of the Issuer's trading window for insiders pursuant to its insider trading policy. /s/ Jared Ross, Attorney-in-Fact 2010-11-12 EX-24.4_351001 2 poa.txt POA DOCUMENT POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Robin Bradford, Jared Ross, M'Lyn Hefner and Stuart Nightingale, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act") or any rule or regulation of the SEC; (2) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of McAfee, Inc. (the "Company") Forms 3, 4, and 5 in accordance with Section 16(a) of the Exchange Act and the rules thereunder, and any other forms or reports the undersigned may be required to file in connection with the undersigned's ownership, acquisition or disposition of securities of the Company; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, or other form or report, and timely file such form or report with the SEC and any stock exchange or similar authority; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in his or her discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or his or her substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 3rd day of February, 2009. /s/ David DeWalt -----END PRIVACY-ENHANCED MESSAGE-----