InterDigital Inc (IDCC)

[The Count]

Reasons to vote yes on your proxy

1) You believe management has done an exceptional job with the situation they faced and have not been adequately compensated for their good work.

2) You believe management has plans for the stock other than grants to officers and employees and that the shares will only be used if the appropriate situation arises.

3) You believe management is uniquely qualified to run IDCC, and if they do not get what they are asking for, there may be folks leaving that will adversely affect IDCC in the future.

4) You believe out of fairness, they need the ability to increase compensation because the compensation levels will be too low if they achieve the success that is hoped for.

5) You believe that the current option plan does not adequately incent the management and employees to perform at their absolute best, and the cost of the additional dilution will be more than offset by additional productivity.

If you believe any of the above are true, and you are not greedy, then you should vote yes.

I do not agree with any of the above and have not heard any other reason that justifies a yes vote to me.