NWN » Topics » EXECUTIVE COMPENSATION

This excerpt taken from the NWN 8-K filed Jul 28, 2006.

Executive Compensation

On July 28, 2006, the Company announced that its executive vice president, Michael S. McCoy, intends to retire from NW Natural effective December 31, 2006 after 37 years of service with the Company. On July 26, 2006, the Company entered into a Restricted Stock Bonus Agreement with Mr. McCoy that provides a grant of 6,500 shares of Common Stock of the Company (the “Restricted Shares”). The Restricted Shares will vest incrementally over three years on March 1, 2007, March 1, 2008 and March 1, 2009. In addition, all Restricted Shares would immediately vest if (a) Mr. McCoy dies or becomes physically disabled, or (b) a Change in Control (as defined) occurs.

A copy of the Restricted Stock Bonus Agreement is attached to this report as Exhibit 10.1. See also Item 8.01, “Other Events,” below.

 

 

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Item 5.05 Amendments to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics

On July 27, 2006, the Board of Directors approved amendments to the Company’s Code of Ethics to include a description of the Company’s core values, clarify the level of care to be used in drafting and sending electronic communications and clarify that reports from the Company’s ethics hotline are summarized and reported to the Audit Committee of the Board. The Board also approved other technical, non-substantive amendments to the Code of Ethics. The amended Code of Ethics is available on the Company’s website at www.nwnatural.com.

 

Item 8.01 Other Events
This excerpt taken from the NWN DEF 14A filed Apr 17, 2006.

EXECUTIVE COMPENSATION

 

Shown below is information concerning the annual and other compensation for services in all capacities to the Company for the years ended December 31, 2005, 2004, and 2003, of those persons who were, during 2005 and at December 31, 2005 (i) the chief executive officer, (ii) the four most highly compensated executive officers, and (iii) one key employee of the Company (the Named Executive Officers):

 

This excerpt taken from the NWN DEF 14A filed Apr 15, 2005.

EXECUTIVE COMPENSATION

 

Shown below is information concerning the annual and other compensation for services in all capacities to the Company for the years ended December 31, 2004, 2003, and 2002, of those persons who were, during 2004 and at December 31, 2004 (i) the chief executive officer, (ii) the four most highly compensated executive officers, (iii) a retired highly compensated executive officer and (iv) one key employee of the Company (the Named Executive Officers):

 

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