"What we’re asking the shareholders to do is allow us to exchange your underwater options for new options that will be priced at the date of the grant and that will be four year vesting and seven year life. So just like the old options that you’re exchanging were."
Ottellini says the new options will be priced at the grant date and have the same lifespan as the original options - but he DOES NOT say that the vesting clock starts anew for every swapped option or that older options already vested become immediately "unvested".
This is a critical difference as to whether this a shareholder neutral or not. And on a practical note IF an employee's older vested stock becomes unvested in the swap(as they should) its doubtful many employees will take the offer.