Kodak 2001 Annual Report Download - page 101

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COMMITTEE MEMBERSHIP
Name Audit
Committee
on
Directors
Executive
Compensation
and Development Finance
Public
Policy
Richard S. Braddock X X*
William M. Bradley X X
Martha Layne Collins X X
Timothy M. Donahue X X
Alice F. Emerson X X
Paul E. Gray X* X
Durk I. Jager X X*
Debra L. Lee XX*
Delano E. Lewis X X
Hector de J. Ruiz X X
Laura D’Andrea Tyson X X
Richard A. Zimmerman X X*
*Chairman
Meeting Attendance
The Board held a total of eight meetings in 2001. Each director attended at least 88% of the meetings of the
Board and committees of the Board on which the director served. The average attendance by all directors was
over 93%.
Director Compensation
Annual Payments Non-employee directors receive:
• $65,000 as a retainer, at least half of which must be taken in stock or deferred into stock units;
• 2,000 stock options; and
• reimbursement of out-of-pocket expenses for the meetings they attend.
The employee director receives no additional compensation for serving on the Board.
Deferred Compensation Non-employee directors may defer some or all of their compensation into a
phantom Kodak stock account or into a phantom interest-bearing account. Six directors deferred compensation
in 2001. In the event of a change in control, the amounts in the phantom accounts will generally be paid in a
single cash payment.
Life Insurance The Company provides $100,000 of group term life insurance to each non-employee
director. This decreases to $50,000 at retirement or age 65, whichever occurs later.
Charitable Award Program This program, which was closed to new participants effective January 1, 1997,
provides for a contribution by the Company of up to $1,000,000 following a director’s death to a maximum of
four charitable institutions recommended by the director. The individual directors derive no financial benefits
from this program. It is funded by self-insurance and joint life insurance policies purchased by the Company.
Each of the following non-employee directors continues to participate in the program: Messrs. Braddock and
Zimmerman, Drs. Emerson and Gray and Gov. Collins.
14