Windstream 2006 Annual Report Download - page 26

Mr. Frantz may opt out of, and thereafter opt back in to, the coverage specified under the letter without losing
any future rights or benefits under the letter. The right to opt out and thereafter opt back in to coverage is limited
to two occasions during Mr. Frantz’s lifetime. Following Mr. Frantz’s death, coverage under the SMRP II will
continue for each eligible dependent until the date that such dependent is no longer considered an eligible
dependent. If at any time after Mr. Frantz’s initial enrollment in the SMRP II, SMRP II coverage becomes
unavailable to Windstream or impracticable for Windstream to procure, Windstream will use its reasonable best
efforts to provide Mr. Frantz and his eligible dependents access to medical benefits under another insurance
contract that are as comparable to SMRP II as practicable. Windstream’s obligation to provide access to medical
coverage will apply only if Mr. Frantz or his eligible dependents reimburse Windstream for the Required
Premium (as defined below) each month commencing on or after the expiration of the applicable COBRA
continuation period. The Required Premiums are the premiums that Mr. Frantz would be required to pay for
medical coverage for himself and his eligible dependents as a retired employee under Windstream’s group health
insurance plan. If, however, Windstream ceases to offer medical coverage to retirees under its group health
insurance plan, the Required Premium shall be based on the premium rate in effect for retiree medical coverage
under any plan or program designated by Windstream (whether or not sponsored by Windstream) that the
Compensation Committee determines provides substantially similar retiree medical coverage as the former group
health insurance plan.
Compensation of Named Executive Officers
At the effective time of the merger of Spinco into Valor on July 17, 2006, the officers of Valor resigned and
the officers of Spinco became the officers of Windstream. The following table shows the compensation paid
during all of 2006 by Spinco and Windstream to Windstream’s President and Chief Executive Officer,
Windstream’s Executive Vice President and Chief Financial Officer, and Windstream’s other three most highly
compensated executive officers who were serving as executive officers on December 31, 2006. The table also
shows the compensation for 2006 paid by Valor and Windstream for the following persons who served as
executive officers of Valor prior to July 17, 2006: John J. Mueller, who served as President and Chief Executive
Officer; Jerry Vaughn, who served as Chief Financial Officer; William Ojile, who served as Senior Vice
President, Chief Legal Officer and Secretary; and William Raney, who served as Senior Vice President and Chief
Operating Officer. Each of Messrs. Mueller, Vaughn and Ojile terminated employment with Windstream on
July 17, 2006. During the remainder of 2006, Mr. Raney served as Region President-Southwest of Windstream,
which is not an executive officer position.
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