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McMoRan Exploration Company (MMR)
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MMR » Topics » Director Compensation

This excerpt taken from the MMR DEF 14A filed Apr 22, 2009.
Director Compensation
 
                                         
    Fees
 		                         
    Earned
 		                         
    or Paid
 		    Stock
 		    Option
 		    All Other
 		       
Name of Director
  in Cash(1)     Awards(2)     Awards(2)     Compensation(3)     Total  
 
Robert A. Day
  $ 51,667     $ 12,542     $ 44,528     $ —     $ 108,737  
Gerald J. Ford
    52,333       12,542       44,528       —       109,403  
H. Devon Graham, Jr. 
    55,833       12,542       66,846       —       135,221  
Suzanne T. Mestayer
    49,167       12,542       24,302       —       86,011  
B. M. Rankin, Jr. 
    39,167       12,542       66,846       100,009       218,564  
J. Taylor Wharton(4)
    39,167       12,542       66,846       —       118,555  
 
 
(1) In accordance with our 2004 Plan, each of Mr. Ford and Ms. Mestayer elected to receive an equivalent number of shares of our common stock in lieu of 100% of his/her annual fee. The amounts reflected include the fees used to purchase shares of our common stock.
 
(2) Amounts reflect the compensation cost recognized for stock awards (restricted stock units or RSUs) and option awards (options) in accordance with FAS 123(R). RSU awards are valued on the date of grant at the closing sale price per share of our common stock. For additional information relating to the assumptions made by us in valuing the option awards made to our directors in fiscal years 2004 through 2008, refer to Notes 1 and 13 of our financial statements in our Annual Report on Form 10-K for the year ended December 31, 2008 and Note 1 of our financial statements in our Annual Report on Form 10-K for the year ended December 31, 2006.
 
On June 1, 2008, each non-management director was granted options to purchase an aggregate 5,000 shares of our common stock and 2,500 restricted stock units. Of the options that were granted, 3,500 had a grant date fair value of $17.26 per option and the remaining 1,500, which were not effective until the 2008 Plan was approved by our stockholders on June 5, 2008, had a grant date fair value of $19.24 per option. In addition, the grant of 2,500 restricted stock units became effective on June 5, 2008 and had a grant date fair value of $34.40 per unit.
 
As of December 31, 2008, each director had the following number of options outstanding: Mr. Day, 26,500; Mr. Ford, 26,500; Mr. Graham, 25,500; Ms. Mestayer 10,250; Mr. Rankin, 19,125; Mr. Wharton, 25,500. As of December 31, 2008, each director had 2,500 restricted stock units outstanding.
 
(3) Includes $100,009 in consulting fees received by Mr. Rankin and allocated to us pursuant to a consulting arrangement. Please refer to the section titled “Certain Transactions.”
 
(4) Effective January 11, 2008, Mr. Wharton resigned as a member of our board, including as a member of the corporate personnel committee, and was appointed to serve as an advisory director of the company. The amounts included in the table above reflect compensation received as both a director and as an advisory director of the company.
 
This excerpt taken from the MMR DEF 14A filed Apr 28, 2008.
Director Compensation
 
                                 
    Fees
 		           
    Earned
 		           
    or Paid
 		  Option
 		  All Other
 		   
Name of Director
  in Cash(1)   Awards(2)   Compensation(3)   Total
 
Robert A. Day
  $ 26,000     $ 36,531     $ —     $ 62,531  
Gerald J. Ford
    29,000       36,531       —       65,531  
H. Devon Graham, Jr. 
    32,000       45,688       —       77,688  
Suzanne T. Mestayer
    24,000       7,587       —       31,587  
B. M. Rankin, Jr. 
    21,000       45,688       100,000       166,688  
J. Taylor Wharton(4)
    24,000       45,688       —       69,688  
 
 
(1) In accordance with our 1998 Plan and our 2004 Plan, each of Mr. Ford and Ms. Mestayer elected to receive an equivalent number of shares of our common stock in lieu of 100% of his/her annual fee. The amounts reflected include the fees used to purchase shares of our common stock.
 
(2) Amounts reflect the compensation cost recognized for option awards in accordance with FAS 123(R). For additional information relating to the assumptions made by us in valuing the option awards, refer to Notes 1 and 10 of our financial statements in our Annual Report on Form 10-K for the year ended December 31, 2007. On January 29, 2007, Ms. Mestayer was granted an option to purchase 1,750 shares with a grant date fair value of $6.89. On June 1, 2007, each non-management director was granted an option to purchase 3,500 shares of our common stock with a grant date fair value of $9.45 per option. As of December 31, 2007, each director had the following number of options outstanding: Mr. Day, 22,500; Mr. Ford, 22,500; Mr. Graham, 20,500; Ms. Mestayer 5,250; Mr. Rankin, 15,750; Mr. Wharton, 20,500.
 
(3) Includes $100,000 in consulting fees received by Mr. Rankin and allocated to us pursuant to a consulting arrangement. Please refer to the section titled “Certain Transactions.”
 
(4) Effective January 11, 2008, Mr. Wharton resigned as a member of our board, including as a member of the corporate personnel committee. Also effective January 11, 2008, the board appointed Mr. Wharton to serve as an advisory director.
 
This excerpt taken from the MMR DEF 14A filed Mar 26, 2007.
Director Compensation
 
We use a combination of cash and equity-based incentive compensation to attract and retain qualified candidates to serve on the board. In setting director compensation, we consider the significant amount of time directors expend in fulfilling their duties to the company as well as the skill-level required by the company to be an effective member of the board. The form and amount of director compensation is reviewed by the nominating and corporate governance committee, which makes recommendations to the full board.
 

EXCERPTS ON THIS PAGE:

DEF 14A
Apr 22, 2009
DEF 14A
Apr 28, 2008
DEF 14A
Mar 26, 2007

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