Windstream 2013 Annual Report Download - page 39

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COMPENSATION COMMITTEE REPORT
ON EXECUTIVE COMPENSATION
This report provides information concerning the Compensation Committee of Windstream Holdings, Inc.’s
Board of Directors. The Compensation Committee’s Charter is available on the Investor Relations page of Windstream
Holdings, Inc.’s website at www.windstream.com/investors. The Compensation Committee is comprised entirely of
independent directors, as defined and required by NASDAQ listing standards.
The Compensation Committee has reviewed the disclosures under the caption “Compensation Discussion and
Analysis” contained in Windstream Holdings, Inc.’s Proxy Statement on Schedule 14A for the 2014 Annual Meeting
of Stockholders and has discussed such disclosures with the management of Windstream Holdings, Inc. Based on
such review and discussion, the Compensation Committee recommended to the Windstream Board of Directors that
the “Compensation Discussion and Analysis” be included in Windstream Holdings, Inc.’s Annual Report on Form
10-K for the fiscal year ended December 31, 2013 and Windstream Holdings, Inc.’s Proxy Statement on Schedule 14A
for the 2014 Annual Meeting of Stockholders for filing with the Securities and Exchange Commission.
The Compensation Committee
Samuel E. Beall, III, Chairman
Dennis E. Foster
William A. Montgomery
Alan L. Wells