Progress Energy 2009 Annual Report Download - page 217
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Progress Energy Proxy Statement
79
some degree of diversification. In the absence of this balanced approach, executives who have been successful
in enhancing shareholder value may choose to leave the Company earlier than they otherwise would if they are
interested in selling any of their shares in order to share in the value they have helped to create. As a result, the
proposal could lead to an early loss of experienced talent and make it more difficult and costly to attract, motivate
and retain executives.
7KH%RDUGEHOLHYHVWKDWWKHW\SHRISROLF\PDQGDWHGE\WKHSURSRVDOZLOOUHVXOWLQH[HFXWLYHV¶IDLOXUH
to take the actions needed to ensure the Company’s long-term success.
As noted above, the Company is a member of a highly regulated industry in which excessive risk-taking
is neither encouraged nor allowed. The Company recognizes, however, that some amount of risk-taking is inherent
in its business and is necessary in order to increase profitability and long-term shareholder value. If executives are
too focused on preserving the value of their equity holdings in the Company into retirement, they may become
reluctant to pursue strategies or undertake projects or capital investments that could be beneficial to the Company.
The proposed policy would leave our executives almost completely dependent on the value of the Company stock,
potentially resulting in them becoming unduly risk averse to the detriment of our shareholders.
The Board of Directors remains committed to the design and implementation of equity compensation
programs and stock ownership guidelines that best align the interests of the Company’s leadership with those of our
shareholders, provide competitive compensation that requires executives to own a significant portion of Company
stock and ensure that executives have the appropriate flexibility to manage their personal financial affairs. We
believe the Company’s existing programs and guidelines achieve these objectives and are essential to our ability to
attract, motivate and retain talented executives.
YOUR BOARD OF DIRECTORS AND MANAGEMENT URGE YOU
TO VOTE AGAINST THIS PROPOSAL