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This excerpt taken from the WDC DEF 14A filed Sep 28, 2009. Role
of Executive Officers
While no executive participates in any discussions or decisions
regarding his or her own compensation, certain of our executive
officers and other employees assist the Compensation Committee
in the administration of our executive compensation process. Our
Chief Executive Officer works with our Vice President, Human
Resources in reviewing the performance of the other named
executive officers and developing recommendations to the
Compensation Committee regarding the base salary, bonuses,
equity award levels and other incentive compensation to these
executives for consideration by the Compensation Committee at
its annual review. While the Compensation Committee considers
these recommendations, the Compensation Committee is solely
responsible for making the final decision regarding compensation
to our executive officers.
Our Vice President, Human Resources also provides internal and
external compensation data to the Compensation Committee and its
compensation consultant for use in its annual review. Our Chief
Financial Officer or his designee may provide input to the
Compensation Committee on the financial targets for our
performance-based compensation programs and may present data
regarding the impact of compensation programs on our financial
statements. Our General Counsel and Secretary or his designee
generally assesses and advises the Compensation Committee
regarding the legal implications or considerations involving our
compensation program.
The Compensation Committee alone is charged with approving the
compensation of our Chief Executive Officer, although the
Compensation Committee confers with other members of our Board
of Directors in evaluating the Chief Executive Officer’s
performance and determining the Chief Executive Officer’s
compensation. Our Chief Executive Officer is not present for and
does not participate in discussions concerning his own
compensation.
This excerpt taken from the WDC DEF 14A filed Sep 23, 2008. Role
of Executive Officers
While no executive participates in any discussions or decisions
regarding his or her own compensation, certain of our executive
officers and other employees assist the Compensation Committee
in the administration of our executive compensation process. Our
Chief Executive Officer works with our Vice President, Human
Resources, in reviewing the performance of the other named
executive officers and developing recommendations to the
Compensation Committee regarding the base salary, bonuses,
equity award levels and other incentive compensation to these
executives for consideration by the Compensation Committee at
its annual review. While the Compensation Committee considers
these recommendations, the Compensation Committee is solely
responsible for making the final decision regarding compensation
to our executive officers.
Our Vice President, Human Resources, also provides internal and
external compensation data to the Compensation Committee and its
compensation consultant for use in its annual review. Our Chief
Financial Officer may provide input to the Compensation
Committee on the financial targets for our performance-based
compensation programs and may present data regarding the impact
of compensation programs on our financial statements. Our
General Counsel and Secretary generally assesses and advises the
Compensation Committee regarding the legal implications or
considerations involving our compensation program.
The Compensation Committee alone is charged with approving the
compensation of our Chief Executive Officer, although the
Compensation Committee confers with other members of our Board
of Directors in evaluating the Chief Executive Officer’s
performance and determining the Chief Executive Officer’s
compensation. Our Chief Executive Officer is not present for and
does not participate in discussions concerning his own
compensation.
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