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GNW » Topics » 2007 Director Compensation Table

This excerpt taken from the GNW DEF 14A filed Apr 3, 2008.

2007 Director Compensation Table

 

Name

    Fees
Earned or
Paid in
Cash
($)(1)
    Stock
Awards
($)(2)
    All Other
Compensation
($)(3)
    Total
($)

Frank J. Borelli

    79,000    13,758    16,929    109,687

Nancy J. Karch

    64,000    50,285    16,151    130,436

J. Robert Kerrey

    10,000    22,931    15,715    48,646

Risa J. Lavizzo-Mourey (4)

    —      9,126    10,000    19,126

Saiyid T. Naqvi

    —      86,765    16,835    103,600

James A. Parke

    —      102,996    16,328    119,324

James S. Riepe

    74,000    58,248    15,913    148,161

Barrett A. Toan

    —      108,829    16,130    124,959

Thomas B. Wheeler

    74,000    13,758    16,929    104,687
(1) Amounts reflect the portion of the annual retainer (described above) that was paid in cash. Non-management directors may elect to receive the cash portion of their annual retainer in the form of DSUs. Mr. Kerrey, Mr. Naqvi, Mr. Parke and Mr. Toan elected to receive $64,000 in the form of DSUs in lieu of cash. With respect to Mr. Borelli, amount includes $15,000 paid for service as Chairman of the Audit Committee. With respect to Mr. Kerrey, amount includes $10,000 paid for service as Chairman of the Legal and Public Affairs Committee. With respect to Mr. Wheeler, amount includes $10,000 paid for service as Chairman of the Nominating Committee. With respect to Mr. Riepe, amount reflects $10,000 paid for service as Chairman of the Compensation Committee.
(2) Amounts reflect (i) the grant date fair value of DSUs received in payment of the annual retainer (including any DSUs received in lieu of the cash portion of the annual retainer), 100% of which was recognized by the company as an expense in 2007 for financial accounting purposes, plus (ii) an adjustment to the amount of accounting expense recognized by the company in 2007 relating to the DSUs (including outstanding DSUs granted in lieu of cash retainer). The adjustment relating to DSUs is required because the DSUs are settled in cash and therefore are liability awards under Financial Accounting Standards Board Statement of Financial Accounting Standards No. 123 (revised 2004) Share-Based Payment (FAS 123R), which must be re-measured at each financial reporting date to reflect changes in the price of the company’s common stock. The fair values of these awards and the amounts expensed in 2007 were determined in accordance with FAS 123R. The assumptions used in determining the grant date fair values of these awards are set forth in the notes to the company’s consolidated financial statements, which are included in the company’s Annual Report on Form 10-K for 2007 filed with the SEC.

 

16

The following table shows for each non-management director (i) the aggregate grant date fair value of DSUs received in payment of the annual retainer for 2007 (including any DSUs received in lieu of the cash portion of the annual retainer), and (ii) the total number of DSUs held as of December 31, 2007:

 

Name

    Grant Date Fair
Value of DSUs
Granted in 2007
($)
    Total Number of
DSUs Held as of
December 31, 2007
(#)

Frank J. Borelli

    74,615    11,394

Nancy J. Karch

    74,615    6,459

J. Robert Kerrey

    124,359    18,991

Risa J. Lavizzo-Mourey

    9,126    388

Saiyid T. Naqvi

    124,359    10,368

James A. Parke

    124,359    8,155

James S. Riepe

    74,615    5,378

Barrett A. Toan

    124,359    7,356

Thomas B. Wheeler

    74,615    11,394

 

(3) DSUs have dividend equivalent rights that accrue regular quarterly dividends, which are reinvested in additional DSUs. Amounts shown reflect dividends accruing with respect to DSUs, which were not factored into the grant date fair value of the original award, plus an accounting adjustment to reflect changes in the price of the company’s common stock. Also reported in this column are company charitable match contributions.
(4) Dr. Lavizzo-Mourey was elected to our Board of Directors in November 2007. Amount shown in the Stock Awards column for Dr. Lavizzo-Mourney represents a pro rata quarterly retainer payment that Dr. Lavizzo-Mourney elected to receive in the form of DSUs in lieu of cash.

 

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