Windstream 2009 Annual Report Download - page 11

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rules of the Securities and Exchange Commission (“SEC”). His service on the boards of other public
companies in diverse industries also allows him to offer a broad perspective on the challenges and
opportunities facing Windstream.
Judy K. Jones, age 66, has served as a director of Windstream since July 2006 and served as a director of
Alltel Holding Corp. from June 2006 to July 2006. Ms. Jones also serves as a member of the Audit
Committee and the Governance Committee. She is currently a member of the board of directors of
Lovelace Respiratory Research Institute and of Lovelace Scientific Resources. She held various senior
administrative positions at the University of New Mexico from 1988 to 2006, including Vice President
for Advancement, Associate Vice President for Strategic Initiatives (Health Sciences Center) and Chief of
Staff to the President of the University. She also held senior administrative positions with New Mexico
state government and is a former management consultant serving public sector clients for a major national
accounting firm.
Ms. Jones’ qualifications for election to the Board include her expertise in financial and accounting
matters. Through her prior experience as a senior executive at a state university and in state government
and her experience on the boards of non-profit institutions, Ms. Jones has experience in reviewing and
evaluating financial statements, financial budgets and forecasts, investment portfolios of public
endowments, and other public finance matters. The Windstream Board has determined that Ms. Jones
qualifies as an “audit committee financial expert,” as defined by the rules of the SEC. Her broad state
government and higher education experience also allows her to offer insights and perspectives on
government policy, structure and operations; public relations and marketing issues; the needs of colleges
and universities, which are an important customer segment for Windstream; and information technology
and strategic planning.
William A. Montgomery, age 61, has served as a director of Windstream since July 2006 and served as a
director of Alltel Holding Corp. from June 2006 to July 2006. Mr. Montgomery also serves as Chairman
of the Compensation Committee and is a member of the Governance Committee. Mr. Montgomery has
been a private investor since 1999. From 1989 to 1999, Mr. Montgomery was Chief Executive Officer of
SA-SO Company, a company engaged in the distribution of municipal and traffic control products based
in Dallas, Texas. Prior to 1989, Mr. Montgomery worked as a registered representative in the financial
services industry and has over 12 years of experience in the financial services industry, most recently
serving with Morgan Stanley in the Private Client Services group from 1985 to 1989.
Mr. Montgomery’s qualifications for election to the Board include his wide range of financial and
business experience. In his current role as Chairman of the Compensation Committee of Windstream and
through his professional career including his prior role as a chief executive officer of a private company,
Mr. Montgomery has experience in strategic planning, risk management, compensation plans and
policies, and capital market transactions. Mr. Montgomery’s service on the boards of non-profit
organizations also provides him with a broad perspective on the challenges and opportunities facing
Windstream and the communities it serves.
THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT STOCKHOLDERS
VOTE FOR EACH OF THE FOREGOING NOMINEES. PROXIES SOLICITED BY THE BOARD OF
DIRECTORS WILL BE VOTED FOR EACH OF THE FOREGOING NOMINEES UNLESS
STOCKHOLDERS SPECIFY A CONTRARY VOTE.
BOARD AND BOARD COMMITTEE MATTERS
During 2009, there were twenty meetings of Windstream’s Board. All of the directors attended 75% or more
of the meetings of the Windstream Board of Directors and Board Committees on which they served during the
periods in which they served. Directors are expected to attend each annual meeting of stockholders. Each director
attended the 2009 Annual Meeting of Stockholders.
7