Send us Feedback

Sterling Construction Company (STRL)
Analysis
SUMMARY
BULLS
BEARS
TOPICS
Data
DATA CENTRAL
STOCK CHART
Financials
SEC FILINGS
BALANCE
INCOME
CASH FLOW

STRL » Topics » The Audit Committee

These excerpts taken from the STRL 10-K filed Mar 16, 2009.
The Audit Committee.  The Company has a standing audit committee as defined in Section 3(a)(58)(A) of the Securities Exchange Act of 1934.  The members of the Audit Committee are  John D. Abernathy, Chairman, Donald P. Fusilli, Jr., and Milton L. Scott.
 
Each of the members of the Audit Committee is an independent director under the independence standards of both Nasdaq and the SEC.  The Board of Directors has determined that each of Messrs. Abernathy and Scott is an audit committee financial expert.  The independent members of the Board have appointed Mr. Abernathy Lead Director.
 
Item 11.
Executive Compensation
 
Introduction
 
This Item 11 has two main parts.  The first contains information about the compensation of the executive officers of the Company and the second contains information about the compensation of directors who are not also executive officers.
 
The Company is required under applicable rules and regulations to furnish information about the compensation of four of its top executive officers.  Because these executive officers are named in the Summary Compensation Table for 2008 in this Item 11, they are sometimes referred to as the named executive officers.  The named executive officers are as follows:
 
Patrick T. Manning
Chairman & Chief Executive Officer
Joseph P. Harper, Sr.
President, Treasurer & Chief Operating Officer
James H. Allen, Jr.
Senior Vice President & Chief Financial Officer
Roger M. Barzun
Senior Vice President, Secretary & General Counsel
 
The compensation of these executives, which is based on employment agreements between the Company and the executives, is described and discussed in the subsections listed below:
 
·  
The Compensation Discussion and Analysis, which covers how and why executive compensation was determined.
 
·  
The Employment Agreements of Named Executive Officers, which describes the important terms of the executives' employment agreements.
 
·  
The Potential Payments upon Termination or Change-in-Control, which as its name indicates, describes particular provisions of the executives' employment agreements relating to the termination of their employment and a change in control of the Company.
 
·  
The Summary Compensation Table for 2008, which shows the cash and equity compensation the Company paid to the named executive officers for 2008.
 
·  
The table of Grants of Plan-Based Awards for 2008, which shows details of any equity and non-equity awards made to the named executive officers for 2008 and describes the plans under which the Company made those awards.
 
·  
The table of Option Exercises and Stock Vested for 2008, which shows the number of shares the named executive officers purchased under their stock options in 2008 and the dollar value of the difference between the market value of the shares purchased on the date of purchase and the option exercise price.
 
·  
The table of Outstanding Equity Awards at December 31, 2008, which as its name indicates, shows the stock options held by the named executive officers at year's end and gives other details of their option awards.
 
 
Compensation Discussion and Analysis
 
The Audit
Committee.  The Company has a standing audit committee as
defined in Section 3(a)(58)(A) of the Securities Exchange Act of
1934.  The members of the Audit Committee are  John D.
Abernathy, Chairman, Donald P. Fusilli, Jr., and Milton L.
Scott.

 

Each of
the members of the Audit Committee is an independent director under the
independence standards of both Nasdaq and the SEC.  The Board of
Directors has determined that each of Messrs. Abernathy and Scott is an audit
committee financial expert.  The independent members of the Board have
appointed Mr. Abernathy Lead Director.

 








Item
11.
Executive
Compensation


 

Introduction



 

This Item 11 has two main
parts.  The first contains information about the compensation of the
executive officers of the Company and the second contains information about the
compensation of directors who are not also executive officers.

 

The
Company is required under applicable rules and regulations to furnish
information about the compensation of four of its top executive
officers.  Because these executive officers are named in the Summary Compensation Table for 2008
in this Item 11, they are sometimes referred
to as the named executive officers.  The named executive officers are
as follows:

 




















Patrick
T. Manning
Chairman
& Chief Executive Officer

Joseph
P. Harper, Sr.
President,
Treasurer & Chief Operating Officer

James
H. Allen, Jr.
Senior
Vice President & Chief Financial Officer

Roger
M. Barzun
Senior
Vice President, Secretary & General
Counsel


 

The
compensation of these executives, which is based on employment agreements
between the Company and the executives, is described and discussed in the
subsections listed below:

 








·  
The
Compensation Discussion
and Analysis, which covers how and why executive compensation was
determined.


 








·  
The
Employment Agreements of
Named Executive Officers, which describes the important terms of
the executives' employment
agreements.


 








·  
The
Potential Payments upon
Termination or Change-in-Control, which as its name indicates,
describes particular provisions of the executives' employment agreements
relating to the termination of their employment and a change in control of
the Company.


 








·  
The
Summary Compensation
Table for 2008, which shows the cash and equity compensation the
Company paid to the named executive officers for
2008.


 








·  
The
table of Grants of
Plan-Based Awards for 2008, which shows details of any equity and
non-equity awards made to the named executive officers for 2008 and
describes the plans under which the Company made those
awards.


 








·  
The
table of Option
Exercises and Stock Vested for 2008, which shows the number of
shares the named executive officers purchased under their stock options in
2008 and the dollar value of the difference between the market value of
the shares purchased on the date of purchase and the option exercise
price.


 








·  
The
table of Outstanding
Equity Awards at December 31, 2008, which as its name indicates,
shows the stock options held by the named executive officers at year's end
and gives other details of their option
awards.


 


 


Compensation
Discussion and Analysis




 

These excerpts taken from the STRL 10-K filed Mar 17, 2008.
The Audit Committee.  The Company has a standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934.  The members of the Audit Committee are  John D. Abernathy, Chairman, Donald P. Fusilli, Jr., Milton L. Scott and David R. A. Steadman.
 
Each of the members of the Audit Committee is an independent director under the independence standards of both Nasdaq and the SEC.  The Board of Directors has determined that each of Messrs. Abernathy and Scott is an audit committee financial expert.  The independent members of the Board have appointed Mr. Abernathy Lead Director.
 
Item 11.
Executive Compensation
 
 
This Item 11 has two main parts, the first contains information about the compensation of certain executive officers of the Company and the second contains information about the compensation of directors who are not also executive officers.
 
The Company is required under applicable rules and regulations to furnish information about the compensation of five of its executive officers.  Because these executive officers are named in the Summary Compensation Table for 2007 in this Item 11, they are sometimes referred to as the named executive officers.  The named executive officers are as follows:
 
Patrick T. Manning, Chairman & Chief Executive Officer
Joseph P. Harper, Sr., President, Treasurer & Chief Operating Officer
Maarten D. Hemsley, Chief Financial Officer (until August 10, 2007)
James H. Allen, Jr., Chief Financial Officer (since August 10, 2007)
Roger M. Barzun, Senior Vice President, Secretary & General Counsel
 
 
The compensation of these executives is described and discussed in the subsections listed below:
 
 
·
The Compensation Discussion and Analysis, which covers how and why executive compensation was determined.
 
 
·
The Employment Agreements of Named Executive Officers, which describes the important terms of the executives' employment agreements.
 
 
·
The Potential Payments upon Termination and Change-in-Control, which as its name indicates, describes particular provisions of the executives' employment agreements relating to the termination of their employment and a change in control of the Company.
 
 
·
The Summary Compensation Table for 2007, which shows the cash and equity compensation the Company paid to the named executive officers for 2007.
 
 
·
The table of Grants of Plan-Based Awards for 2007, which shows details of both equity and non-equity awards made to the named executive officers for 2007 and describes the plans under which the Company made those awards.
 
 
·
The table of Option Exercises and Stock Vested for 2007, which shows the number of shares named executive officers purchased under their stock options in 2007 and the dollar value of the difference between the option exercise price and the market value of the shares on the date of exercise.
 
 
·
The table of Outstanding Equity Awards at December 31, 2007, which as its name indicates, shows the stock options held by the named executive officers at year's end and gives other details of their option awards.

 
Compensation Discussion and Analysis
 
The Audit Committee.  The Company has a standing
audit committee established in accordance with Section 3(a)(58)(A) of the
Securities Exchange Act of 1934.  The members of the Audit Committee
are  John D. Abernathy, Chairman, Donald P. Fusilli, Jr., Milton L.
Scott and David R. A. Steadman.

 

Each of
the members of the Audit Committee is an independent director under the
independence standards of both Nasdaq and the SEC.  The Board of
Directors has determined that each of Messrs. Abernathy and Scott is an audit
committee financial expert.  The independent members of the Board have
appointed Mr. Abernathy Lead Director.

 








Item
11.
Executive Compensation


 


 

This Item 11 has two main
parts, the first contains information about the compensation of certain
executive officers of the Company and the second contains information about the
compensation of directors who are not also executive officers.

 

The
Company is required under applicable rules and regulations to furnish
information about the compensation of five of its executive
officers.  Because these executive officers are named in the Summary Compensation Table for 2007
in this Item 11, they are sometimes referred
to as the named executive officers.  The named executive officers are
as follows:

 

Patrick
T. Manning, Chairman & Chief Executive Officer

Joseph P.
Harper, Sr., President, Treasurer & Chief Operating Officer

Maarten
D. Hemsley, Chief Financial Officer (until August 10, 2007)

James H.
Allen, Jr., Chief Financial Officer (since August 10, 2007)

Roger M. Barzun, Senior Vice President, Secretary & General
Counsel

 


 

The
compensation of these executives is described and discussed in the subsections
listed below:

 









 
·
The
Compensation Discussion
and Analysis, which covers how and why executive compensation was
determined.


 









 
·
The
Employment Agreements of
Named Executive Officers, which describes the important terms of
the executives' employment
agreements.


 









 
·
The
Potential Payments upon
Termination and Change-in-Control, which as its name indicates,
describes particular provisions of the executives' employment agreements
relating to the termination of their employment and a change in control of
the Company.


 









 
·
The
Summary Compensation
Table for 2007, which shows the cash and equity compensation the
Company paid to the named executive officers for
2007.


 









 
·
The
table of Grants of
Plan-Based Awards for 2007, which shows details of both equity and
non-equity awards made to the named executive officers for 2007 and
describes the plans under which the Company made those
awards.


 









 
·
The
table of Option
Exercises and Stock Vested for 2007, which shows the number of
shares named executive officers purchased under their stock options in
2007 and the dollar value of the difference between the option exercise
price and the market value of the shares on the date of
exercise.


 









 
·
The
table of Outstanding
Equity Awards at December 31, 2007, which as its name indicates,
shows the stock options held by the named executive officers at year's end
and gives other details of their option
awards.





 

Compensation Discussion and Analysis

 

EXCERPTS ON THIS PAGE:

10-K (2 sections)
Mar 16, 2009
10-K (2 sections)
Mar 17, 2008

RELATED TOPICS for STRL:

"The Audit Committee" elsewhere:

Albany International (AIN)
Cogo Group, Inc. (COGO)
Commercial Vehicle Group (CVGI)
Dorman Products (DORM)
Dycom Industries (DY)
Empire Resources (ERS)
Fluor (FLR)
Force Protection (FRPT)
Federal Signal (FSS)
FOSTER L B CO (FSTR)
Foster Wheeler (FWLT)
Great Lakes Dredge & Dock (GLDD)
Goldfield (GV)
Empresas Ica Soc Contrladora (ICA)
Innospec (IOSP)
Quaker Chemical (KWR)
Lsb Industries (LXU)
METALICO (MEA)
Multi-Fineline Electronix (MFLX)
Matrix Service Company (MTRX)
Navarre (NAVR)
Perini (PCR)
Pacific Ethanol (PEIX)
US CONCRETE INC (RMIX)
Gibraltar Industries (ROCK)
RTI International Metals (RTI)
Texas Industries (TXI)
United Industrial (UIC)
Xerium Technologies (XRM)
Wikinvest © 2006, 2007, 2008, 2009, 2010, 2011, 2012. Use of this site is subject to express Terms of Service, Privacy Policy, and Disclaimer. By continuing past this page, you agree to abide by these terms. Any information provided by Wikinvest, including but not limited to company data, competitors, business analysis, market share, sales revenues and other operating metrics, earnings call analysis, conference call transcripts, industry information, or price targets should not be construed as research, trading tips or recommendations, or investment advice and is provided with no warrants as to its accuracy. Stock market data, including US and International equity symbols, stock quotes, share prices, earnings ratios, and other fundamental data is provided by data partners. Stock market quotes delayed at least 15 minutes for NASDAQ, 20 mins for NYSE and AMEX. Market data by Xignite. See data providers for more details. Company names, products, services and branding cited herein may be trademarks or registered trademarks of their respective owners. The use of trademarks or service marks of another is not a representation that the other is affiliated with, sponsors, is sponsored by, endorses, or is endorsed by Wikinvest.
Powered by MediaWiki