Charter 2004 Annual Report Download - page 81

CHARTER COMMUNICATIONS, INC. 2004 FORM 10-K
capacities with MediaOne Internet Services including Vice Goods Company, Inc. Mr. Martin received a B.S. degree with
President from April 1998 to June 2000 and Vice President of honors in Accounting from the University of Missouri —
Business Development from September 1995 to March 1997. St. Louis.
Mr. Cullen is a member of Colorado State University Global Curtis S. Shaw, 56, Executive Vice President, General
Leadership Council. He is also a member of the board of Counsel and Secretary. Mr. Shaw was promoted to Executive
directors of the Cable & Telecommunications Association for Vice President in October 2003. Prior to joining Charter
Marketing (CTAM). Mr. Cullen is a graduate of Northern Investment as Senior Vice President, General Counsel and
Arizona University with a B.S. degree in Business Administra- Secretary in 1997, Mr. Shaw served as corporate counsel to
tion. He earned a Master of Business Administration from the NYNEX from 1988 through 1996. Since 1973, Mr. Shaw has
University of Colorado. practiced as a corporate lawyer, specializing in mergers and
Wayne H. Davis, 51, Executive Vice President and Chief acquisitions, joint ventures, public offerings, financings, and
Technical Officer. Prior to his current position, Mr. Davis served federal securities and antitrust law. Mr. Shaw received a
as a Senior Vice President, Engineering and Technical Opera- B.A. degree with honors in Economics from Trinity College and
tions, and as Assistant to the President/Vice President of a J.D. degree from Columbia University School of Law.
Management Services since July 2002 and prior to that, he was
COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION
Vice President of Engineering/Operations for Charter’s National
Region from December 2001. Before joining Charter, Mr. Davis Until April 2004, when Mr. Savoy resigned from the board, the
held the position of Vice President of Engineering for Comcast Compensation Committee of Charter was comprised of
Corporation, Inc. Prior to that, he held various engineering Messrs. Allen, Savoy and Nathanson. In 2004, Nancy Peretsman
positions including Vice President of Engineering for Jones and David Merritt served as the Option Plan Committee that
Intercable Inc. He began his career in the cable industry in 1980. administered the 1999 Charter Communications Option Plan
He attended the State University of New York at Albany. and the Charter Communications, Inc. 2001 Stock Incentive
Mr. Davis serves as an advisory board member of Cedar Point Plan until Mr. Lillis replaced Ms. Peretsman on the Option Plan
Communications, and as a board member of @Security Broad- Committee in July 2004.
band Corp., a company in which Charter owns an equity No member of the Compensation Committee or the
investment interest. Mr. Davis is also a member of the Society Option Plan Committee was an officer or employee of Charter
of Cable Telecommunications Engineers. or any of its subsidiaries during 2004, except for Mr. Allen, who
Michael J. Lovett, 43, Executive Vice President, Opera- served as a non-employee chairman of the Compensation
tions and Customer Care. Mr. Lovett was promoted to his Committee. Also, Mr. Nathanson was an officer of certain
current position in September 2004. Prior to that he served as subsidiaries of Charter prior to their acquisition by Charter in
Senior Vice President, Midwest Division Operations and as 1999 and held the title of Vice Chairman of Charter’s board of
Senior Vice President of Operations Support, since joining directors, a non-executive, non-salaried position in 2004.
Charter in August 2003. Mr. Lovett was Chief Operating Officer Mr. Allen is the 100% owner and a director of Vulcan Inc. and
of Voyant Technologies, Inc., a voice conferencing hardware/ certain of its affiliates, which employed Mr. Savoy, one of our
software solutions provider, from December 2001 to August directors until April 27, 2004, as an executive officer in the past
2003. From November 2000 to December 2001, he was and currently employs Mr. Conn and Jo Allen Patton as an
Executive Vice President of Operations for OneSecure, Inc., a executive officer. Mr. Allen also was a director of and indirectly
startup company delivering management/monitoring of firewalls owned 98% of TechTV, of which Mr. Wangberg, one of our
and virtual private networks. Prior to that, Mr. Lovett was directors, was a director until the sale of TechTV to an
Regional Vice President at AT&T from June 1999 to November unrelated third party in May 2004. Transactions between
2000 where he was responsible for operations. Mr. Lovett was Charter and members of the Compensation Committee are
Senior Vice President at Jones Intercable from October 1989 to more fully described in ‘‘— Director Compensation’’ and in
June 1999 where he was responsible for operations in nine ‘‘Item 13. Certain Relationships and Related Transactions —
states. Mr. Lovett began his career in cable television at Centel Other Miscellaneous Relationships.’’
Corporation where he held a number of positions. During 2004, (1) none of our executive officers served on
Paul E. Martin, 44, Senior Vice President, Interim co- the compensation committee of any other company that has an
Chief Financial Officer and Principal Accounting Officer. executive officer currently serving on the board of directors,
Mr. Martin has been employed by Charter since March 2000, Compensation Committee or Option Plan Committee of Char-
when he joined Charter as Vice President and Corporate ter and (2) except for Carl Vogel who served as a director of
Controller. In April 2002, Mr. Martin was promoted to Senior Digeo, Inc., an entity of which Paul Allen is a director and by
Vice President and Principal Accounting Officer and in August virtue of his position as Chairman of the board of directors of
2004 was named interim co-Chief Financial Officer. Prior to Digeo, Inc. is also a non-employee executive officer, none of our
joining Charter, Mr. Martin was Vice President and Controller executive officers served as a director of another entity, one of
for Operations and Logistics for Fort James Corporation, a whose executive officers served on the Compensation Commit-
manufacturer of paper products. From 1995 to February 1999, tee or Option Plan Committee of Charter.
Mr. Martin was Chief Financial Officer of Rawlings Sporting
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