Sprint - Nextel 2013 Annual Report Download - page 96

Table of Contents
Mr. Son does not receive any fees for his service on our board. On August 6, 2013, our board determined Mr. Fisher
’ s compensation for serving as a
member of our board. In recognition of his vice chairman activities, our board adopted an Affiliate Director compensation program for Mr. Fisher, to provide as
follows:
Other Benefits
We believe that it serves the interests of our company and our stockholders to enable our outside directors to utilize our communications services.
Accordingly, each outside director, except Mr. Son, is entitled to receive wireless devices, including accessories and the related wireless service, wireline long
distance services, and long distance calling cards with a maximum limit of $12,000 per year. Outside directors may also receive specialized equipment, on an as
-
needed basis, with equipment valued at greater than $1,000 requiring Compensation Committee approval. In addition to the value of the communications service,
the value of any additional services and features and the value of the wireless devices, replacements and associated accessories are included in the value of the
communications benefit. There may be other circumstances in which devices are provided to board members (such as demonstration, field testing, and training
units, or devices for use while traveling internationally); these devices must be returned or they will be converted to a consumer account and applied toward the
wireless devices under this communications benefit.
Our outside directors, except Mr. Son, are eligible for our charitable matching gifts program. Under this program, the Sprint Foundation matches
contributions made to qualifying organizations on a dollar
- for - dollar basis, up to the annual donor maximum of $5,000. The annual maximum contribution per
donor, per organization is $2,500. As described in the director compensation table, Messrs. Glasscock and Hance were the only outside directors for whom the
Sprint Foundation provided matching charitable contributions in 2013.
We do not offer retirement benefits to outside directors, except that our communications benefit as described above, continues after retirement from
board service. To be eligible for the continuation of this benefit, members must have served on our board for at least three years, and the benefit will continue
for such members for the period of time our board member served on our board (including service on the Sprint Nextel board). This extension of the
communication benefit is available to board members retiring after January 1, 2014.
Deferred Compensation Plans
We maintain a Deferred Compensation Plan, a nonqualified and unfunded plan under which our outside directors can defer receipt of all or part of their
annual and additional retainer fees and meeting fees into various investment funds and stock indices, including a fund that tracks our shares of common stock.
In 2013, no directors participated in our Deferred Compensation Plan. Our directors may also participate in our Directors
’ Shares Plan, under which they can elect
to use all or part of their annual and additional retainer fees and meeting fees to purchase shares of our common stock in lieu of receiving cash payments. Our
outside directors can also elect to defer receipt of these shares. In 2013, no directors participated in our Directors
’ Shares Plan.
On an annual basis, our outside directors are given the opportunity to either enroll in or discontinue their participation in one or both of these plans.
Our directors are also provided the opportunity to elect before the end of each calendar year to defer the receipt of shares underlying any portion of any RSU
awarded in the following calendar year.
Stock Ownership Guidelines
Our board believes directors should have a meaningful financial stake in the company, and therefore may establish a desired ownership level for non
-
employee directors of equity or equity interests. To the extent any director has not met this minimum ownership level, each such director is expected to retain at
least half of his or her shares or
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(1)
Annual cash retainer of $500,000;
(2)
Annual grant of $500,000 in restricted stock units for 2013 to be granted as of August 6, 2013 and each year thereafter at the annual
stockholders
’ meeting and vesting in full upon the earlier of the subsequent annual stockholders ’ meeting or the first anniversary of
the date of the grant; and
(3)
Telecommunications services and products and matching of Mr. Fisher ’ s charitable contributions, capped at reasonable levels.