Windstream 2011 Annual Report Download - page 34

(5) “All Other Compensation” in 2011 includes (i) Company matching contributions under the Windstream 401(k)
Plan for Messrs. Gardner, Thomas, Whittington, Fletcher and Ms. Nash in the amount of $9,800, (ii) Company
matching contributions under the Windstream 2007 Deferred Compensation Plan for Messrs. Gardner, Thomas,
Whittington, Fletcher and Ms. Nash in the amounts of $119,534, $29,808, $49,463, $34,472 and $16,759, respectively,
(iii) the valuation of the individual’s personal use of Company plane based on the incremental cost to the Company of
such usage, which primarily includes costs for fuel, 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,and (iv) imputed income for value over $50,000 of life
insurance coverage provided by the Company.
Information On Plan-Based Awards
The following table shows information regarding grants of plan-based awards, including equity and non-equity
incentive plans, made by Windstream during 2011 to the individuals named below. All equity grants made in 2011
were made pursuant to the Amended and Restated 2006 Equity Incentive Plan. All non-equity grants made in 2011
were made pursuant to the Company’s short-term cash incentive plans described above. The following table reflects the
grant date fair value under applicable accounting rules allocable to the 2011 performance period for the tranches of the
2009, 2010 and 2011 performance-based equity awards that vested in 2012. As a result, from the standpoint of
allocating compensation to a particular fiscal period, there is a disparity between the annual grant values approved by
the Compensation Committee and the amounts reported below.
GRANTS OF PLAN-BASED AWARDS
Name
Grant/
Target
Date
Estimated Future Payouts Under
Non-Equity Incentive Plan Award
Estimated Future Payouts Under
Equity Incentive Plan Awards
All Other Stock
Awards: Number of
Shares of Stock or
Units
(#)
Grant Date Fair
Value of Stock
and Option
Awards
($)
(4)
Threshold
($)
Target
($)
Maximum
($)
Threshold
(#)
Target
(#) (1)
Maximum
(#)
Jeffery R. Gardner 2/8/11
2/8/11
2/8/11
619,375 1,238,750 2,477,500 45,558 91,116
254,594
136,674
151,860(2)
1,047,799
3,488,309
1,999,996
Anthony W. Thomas 2/8/11
2/8/11
2/8/11
190,000 380,000 760,000 5,062 10,124
12,884
15,186
30,372(3)
116,422
173,031
399,999
Brent Whittington 2/8/11
2/8/11
2/8/11
246,000 492,000 984,000 6,327 12,655
31,824
18,982
37,965(3)
145,528
433,774
499,999
John P. Fletcher 2/8/11
2/8/11
2/8/11
190,000 380,000 760,000 5,062 10,124
22,025
15,186
30,372(3)
116,422
299,692
399,999
Cynthia B. Nash 2/8/11
2/8/11
2/8/11
105,000 210,000 420,000 2,531 5,062
10,452
7,593
15,186(3)
58,211
141,999
200,000
(1) These amounts represent one-third (1/3) of the threshold and target amounts of an award of performance-based
restricted stock units (or PBRSUs) granted to the named executive officer in 2009, 2010 and 2011 that vest ratably over
a three-year period with each year set as a separate performance period. The Compensation Committee sets the
threshold and target Adjusted OIBDA amount each year during the three-year vesting period. Pursuant to SEC rules
and applicable accounting rules, because the Compensation Committee sets the annual performance targets at the start
of each respective performance period, only the grant date fair value of the portion of the grant subject to a particular
performance period is reported in this table, which results in a disparity between the annual grant values approved by
the Compensation Committee and the amounts reported above.
(2) Equity awards vest in full subject to continuous employment through February 15, 2014.
(3) Equity awards vest ratably in one-third (
1
⁄ 3 ) annual increments subject to continuous employment through
February 15, 2014.
(4) Represents the grant date fair value calculated in accordance with applicable standards for financial statement
reporting purposes in accordance with FASB ASC Topic 718.
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