Windstream 2014 Annual Report Download - page 66

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Christopher Gunderman, a brother of Robert Gunderman, is employed by Windstream as a Director-Operations
Support. Christopher Gunderman received approximately $198,884.28 in total compensation during fiscal year
2014. Christopher Gunderman does not report to, and is not a member of the group led by, Robert Gunderman.
Robert Gunderman is not responsible for the determination of Christopher Gunderman’s compensation or work
responsibilities. David Martin is the brother-in-law of Brent Whittington, who was Chief Operating Officer and
an executive officer of Windstream until September 1, 2014. Mr. Martin served as a Vice President – Direct Sales
for Windstream during 2014. For 2014, Windstream paid Mr. Martin total compensation of $271,663.56. Both
Christopher Gunderman and David Martin are compensated according to standard Windstream practices, including
participation in the company’s employee benefit and compensation plans generally made available to employees with
similar levels of responsibilities.
SECTION 16(a) BENEFICIAL OWNERSHIP
REPORTING COMPLIANCE
Section 16(a) of the Exchange Act requires Windstream’s directors and executive officers, and persons who
own more than ten percent of Windstream’s Common Stock, to file with the SEC and NASDAQ initial reports of
ownership and reports of changes in ownership of that Common Stock. To Windstream’s knowledge, based solely
upon a review of copies of reports provided by those individuals to Windstream and written representations of those
individuals that no other reports were required with respect to the year ended December 31, 2014, Windstream
believes that all of the foregoing filing requirements applicable to its directors, executive officers, and greater-than-
ten percent beneficial owners have been met.
ANNUAL REPORT/HOUSEHOLDING
The 2015 Annual Report accompanies this Proxy Statement, which incorporates a copy of Windstream’s
Annual Report on Form 10-K for the year ended December 31, 2014, including the consolidated financial statements
and the financial statement schedules thereto.
For stockholders who elect to receive proxy materials by mail and not electronic delivery, only one copy of
this proxy statement, and the accompanying Annual Report, is being delivered to such stockholders who share an
address, unless Windstream has received contrary instructions from one or more of the stockholders. Windstream
will promptly deliver a separate copy of this proxy statement and the accompanying Annual Report to any stockholder
at a shared address to which a single copy of those documents has been delivered by mail upon the written or oral
request from that stockholder to Windstream at the address or telephone number provided below. Any stockholder
sharing a single copy of the proxy statement and Annual Report who wishes to receive a separate distribution by mail
of Windstream’s proxy statement and Annual Report in the future and stockholders sharing an address and receiving
by mail multiple copies of Windstream’s proxy statement and Annual Report who wish to share a single copy of those
documents in the future should notify Windstream in writing to Investor Relations, Windstream Holdings, Inc., 4001
Rodney Parham Road, Little Rock, Arkansas 72212 or by calling [phone].
OTHER MATTERS
The management and the Board of Directors of Windstream do not know of any other matters that may come
before the meeting. If any other matters properly come before the meeting, however, it is the intention of the persons
named in the accompanying form of proxy to vote the proxy in accordance with their judgment on those matters.
Windstream will bear the cost of solicitation of proxies. In addition to the use of the mail, proxies may be
solicited by officers, directors, and employees of Windstream, personally or by telephone or electronic means. In the
event the management of Windstream deems it advisable, Windstream may engage the services of an independent
proxy solicitation firm to aid in the solicitation of proxies. The fees paid by Windstream, in the event of such
an engagement, likely would not exceed $20,000. Windstream will pay persons holding stock in their names or
those of their nominees for their expenses in sending soliciting material to their principals in accordance with
applicable regulations.