Energy Transfer 2015 Annual Report Download - page 145

Table of Contents
(3) Effective April 30, 2015, Mr. Salinas resigned from his position as Chief Financial Officer of our General Partner. The Compensation Committee
accelerated the vesting of 61,841 ETP restricted unit awards and 32,600 Sunoco Logistics restricted unit awards, with realized vesting values of
$3,505,828 and $1,347,358, respectively, upon the resignation of Mr. Salinas.
(4) As a Regency Director, Mr. Ramsey had 6,637 Regency awards outstanding on April 29, 2015, which became fully vested in connection with the
Regency Merger.
We have not issued option awards.
Pension Benefits
The general partner of Sunoco Logistics was a participating employer in Sunoco, Inc.’s SCIRP prior to its freeze of pension benefits for all salaried and many
non-union employees on June 30, 2010 and its standard termination on October 31, 2014. The table below shows the benefit paid to Mr. Hennigan in
connection with the SCIRP’s standard termination based upon the final average pay formula. Mr. Hennigan elected to have his benefit paid in the form of a
lump sum upon the SCIRP’s termination.
Name
Plan
Number of
Years Credited
Service (1)
(#)
Present Value of
Accumulated
Benefit
Year-end 2015
($)
Payments
During
Last Fiscal Year
($)
Michael J. Hennigan
SCIRP (Qualified)
27.93
—
1,414,137
(1) Credited years of service reflect actual plan service with the general partner of Sunoco Logistics, including years of service credited with Sunoco, Inc.
prior to employment with the general partner of Sunoco Logistics.
Nonqualified Deferred Compensation
The following table provides the voluntary salary deferrals made by the named executive officers in 2015 under the DC Plan and, in the case of Mr.
Hennigan, the ETP Deferred Compensation Plan for Former Sunoco Executives.
Name
Executive
Contributions in Last FY
($)
Registrant
Contributions in Last
FY
($)
Aggregate Earnings in
Last FY
($)
Aggregate
Withdrawals/Distributions
($)
Aggregate Balance at
Last FYE
($)
Kelcy L. Warren
$ —
$ —
$ —
$ —
$ —
Thomas E. Long
—
—
—
—
—
Martin Salinas, Jr.
37,750
—
(3,676)
(209,165)
248,447
Matthew S. Ramsey
—
—
—
—
—
Marshall S. (Mackie) McCrea, III
—
—
—
—
—
Thomas P. Mason
—
—
—
—
—
Michael J. Hennigan
—
—
(139,657)
—
3,322,516
A description of the key provisions of the Partnership’s deferred compensation plan can be found in the compensation discussion and analysis above.
Potential Payments Upon a Termination or Change of Control
As discussed in our Compensation Discussion and Analysis above, the restricted unit awards under the 2004 Unit Plan, the 2008 Incentive
Plan, the 2011 Incentive Plan, as well as, the equity incentive plans of Sunoco Logistics and Sunoco LP, generally require the continued employment of the
recipient during the vesting period, provided however, the unvested awards will be accelerated in the event of the death or disability of the award recipient
prior to the applicable vesting period being satisfied. In addition, in the event of a change in control of the partnership, all unvested awards granted under the
2004 Unit Plan, as well as awards granted in 2014 and 2015 under the 2008 Incentive Plan or the 2011 Incentive Plan, as applicable, and/or the equity
incentive plans of Sunoco Logistics and Sunoco LP would be accelerated. For awards granted under the 2008 Incentive Plan or the equity incentive plans of
Sunoco Logistics and Sunoco LP prior to December 2014, unless otherwise specified in the applicable award agreement, unvested awards may also become
vested upon a change in control at the discretion of the applicable compensation committee. This discussion assumes a scenario in which the ETP
Compensation Committee, the SXL Compensation Committee or the compensation committee of the general partner of Sunoco LP did not exercise their
discretion to accelerate unvested awards in connection with a change in control.
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