Windstream 2007 Annual Report Download - page 25

maintenance charges allocable to such use, and contract-pilot charges and excludes depreciation of the aircraft,
general maintenance, compensation of Windstream’s employee pilots and other general charges related to
ownership of the aircraft, (ii) payments of $767,497 made to Mr. Paglusch pursuant to a severance arrangement,
(iii) company matching contributions under the Windstream 401(k) Plan, (iv) imputed income for value over
$50,000 of life insurance coverage provided by the Company, (v) payment of initial or annual country club dues,
and (vi) up to $5,000 in taxable dollars for reimbursement of financial planning and related expenses.
Information On Plan-Based Awards
The following table shows information regarding grants of plan-based awards, including equity and
non-equity incentive plans, made by Windstream during 2007 to the individuals named below. All equity grants
made in 2007 were made pursuant to Windstream’s 2006 Equity Incentive Plan.
GRANTS OF PLAN-BASED AWARDS
Name Grant
Date
Estimated Future Payouts Under
Non-Equity Incentive Plan Award
Estimated Future Payouts Under
Equity Incentive Plan Awards
(1)
All Other Stock
Awards: Number
of Shares of Stock
or Units
(#)
(4)
Grant Date
Fair Value of
Stock and
Option
Awards
($)
(5)
Threshold
($)
Target
($) (2)
Maximum
($)
Target
(#) (3)
Jeffery R.
Gardner
2/6/07 450,000 900,000 1,800,000 168,804 -0- 2,499,987
Brent
Whittington
2/6/07 140,000 280,000 560,000 21,944 21,944 649,981
John P.
Fletcher
2/6/07 131,250 262,500 525,000 16,880 16,880 499,986
Robert G.
Clancy
2/6/07
11/6/07
55,000 110,000 220,000 7,596
-0-
7,596
18,867
224,994
249,988
Susan
Bradley
2/6/07 53,750 107,500 215,000 8,440 8,440 249,993
Keith D.
Paglusch (6)
2/6/07 149,000 298,000 396,000 21,944 21,944 649,981
(1) There is currently no threshold or maximum for the equity incentive plan awards.
(2) Includes estimates at time of grant. Corresponding actual payouts are included under “Non-Equity
Incentive Plan Compensation” column of the Summary Compensation Table.
(3) Equity awards vest in one-third (1/3) annual increments based on the achievement of specified levels of
OIBDA for three performance periods of January 1 to December 31, 2007, January 1 to December 31, 2008, and
January 1 to December 31, 2009 and subject to continuous employment through the applicable anniversary of the
grant date.
(4) Equity awards vest ratably in one-third (1/3) annual increments subject to continuous employment through
February 15, 2010 for all awards except Mr. Clancy’s November grant, which vests 100% at end of the three year
vesting period.
(5) Grant date fair value calculated using the closing price of Windstream common stock on February 6, 2007,
which was $14.81, and on November 6, 2007, which was $13.25.
(6) Due to Mr. Paglusch’s departure from the Company, incentive plan payouts and equity grants were
forfeited.
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