ME » Topics » Overview of Objectives and Elements

This excerpt taken from the ME DEF 14A filed Apr 7, 2009.
Overview of Objectives and Elements
 
In 2006 our total assets more than tripled, we became a reporting company under the Securities Exchange Act of 1934, and our common stock began trading on the New York Stock Exchange. As part of our evolution in 2006 to a much larger and publicly-traded company, the compensation committee of our board of directors proposed guidelines for compensating our senior executive officers. These guidelines continue to guide executive compensation considerations.
 
The main objective of the guidelines is to compensate our senior executives competitively and in a manner responsive to corporate performance so that we may attract, motivate and retain executives who can foster achievement of our business goals. The guidelines focus on total direct compensation and contemplate three primary components of an executive’s annual compensation:
 
  •  a base salary,
 
  •  a near-term incentive in the form of a performance bonus, and
 
  •  a long-term incentive in the form of an equity award under our Stock Incentive Plan that vests over a period of years.
 
Total direct compensation is expected to be determined primarily by reference to our performance against a peer group. It is intended to link executive compensation to our performance and therefore help align the interests of our executives with those of our stockholders. Our executives also receive benefits generally available to all of our regular full-time employees and minimal perquisites. In 2008, our executives and other senior personnel received both the annual equity award contemplated by the guidelines and an additional extraordinary restricted stock grant under our Stock Incentive Plan. The extraordinary grants are the long-term performance-based restricted stock awards discussed below and summarized in note (1) to, and indicated for named executives in the corresponding “Equity Incentive Plan Awards” column in, the “2008 Grants of Plan-Based Awards.”


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The compensation committee’s guidelines for compensating all of our senior executives are consistent with guidelines for compensating our chief executive officer contained in our Corporate Governance Guidelines and Compensation Committee Charter. The compensation committee is to consider the performance of the chief executive officer, Mariner’s performance and relative stockholder return, compensation paid to chief executive officers of comparable companies, compensation given to our chief executive officer in past years, and recommendations of independent consultants, if any.
 
This excerpt taken from the ME DEF 14A filed Apr 1, 2008.
Overview of Objectives and Elements
 
In connection with our March 2006 acquisition of the Gulf of Mexico operations of Forest Oil Corporation (“Forest”), our total assets more than tripled, we became a reporting company under the Securities Exchange Act of 1934, and our common stock began trading on the New York Stock Exchange. As part of our evolution in 2006 to a much larger and publicly-traded company, the compensation committee of our board of directors proposed guidelines for compensating our senior executive officers. The proposed guidelines and March 2006 events continued to be factors in considering executive compensation for 2007, particularly our integration of the acquired Forest operations and timely achievement of compliance with Section 404 of the Sarbanes-Oxley Act of 2002 concerning effective internal control over financial reporting.
 
The main objective of the proposed guidelines is to compensate our senior executives competitively and in a manner responsive to corporate performance so that we may attract, motivate and retain executives who can foster achievement of our business goals. The proposed guidelines contemplate three primary components to an executive’s compensation:
 
  •  an annual base salary,
 
  •  a near-term incentive in the form of an annual performance bonus, and
 
  •  a long-term incentive in the form of an annual equity award under our Stock Incentive Plan that vests over a period of years.
 
These three components together constitute an executive’s total direct compensation. Total direct compensation is expected to be determined primarily by reference to our performance against a peer group. It is intended to link executive compensation to our performance and therefore help align the interests of our executives with those of our stockholders. Our executives also receive benefits generally available to all of our salaried employees and minimal perquisites.
 
The compensation committee’s proposed guidelines for compensating all of our senior executives are consistent with guidelines for compensating our chief executive officer contained in our Corporate Governance Guidelines and Compensation Committee Charter. The compensation committee is to consider the performance of the chief executive officer, Mariner’s performance and relative stockholder return, compensation paid to chief executive officers of comparable companies, compensation given to our chief executive officer in past years, and recommendations of independent consultants, if any.
 
This excerpt taken from the ME DEF 14A filed Apr 9, 2007.
Overview of Objectives and Elements
 
In connection with our March 2006 acquisition of the Gulf of Mexico assets of Forest Oil Corporation, our total assets more than tripled to $2.3 billion as of March 31, 2006 from $665.5 million as of December 31, 2005, and our common stock began trading on the New York Stock Exchange. As part of our evolution in 2006 to a much larger and publicly-traded company, the compensation committee of our board of directors proposed guidelines for compensating our senior executive officers.
 
The main objective of the guidelines is to compensate our senior executives competitively and in a manner responsive to corporate performance so that we may attract, motivate and retain executives who can foster achievement of our business goals. The guidelines contemplate three primary components to an executive’s compensation:
 
  •  an annual base salary,
 
  •  a near-term incentive in the form of an annual performance bonus, and
 
  •  a long-term incentive in the form of an annual equity award under our Stock Incentive Plan that vests over a period of years.
 
These three components together constitute an executive’s total direct compensation. Total direct compensation is expected to be determined primarily by reference to our performance against a peer group. It is intended to link executive compensation to our performance and therefore help align the interests of our executives with those of our stockholders.
 
The compensation committee’s proposed guidelines for compensating all of our senior executives are consistent with guidelines for compensating our chief executive officer contained in our Corporate Governance Guidelines and Compensation Committee Charter. The compensation committee is to consider the performance of the chief executive officer, Mariner’s performance and relative stockholder return, compensation paid to chief executive officers of comparable companies, compensation given to our chief executive officer in past years, and recommendations of independent consultants, if any.
 
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