Kodak 2006 Annual Report Download - page 179

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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 a total of
$1,000,000 following a director’s death, to be shared by a maximum of four charitable institutions recommended by the director. The individual direc-
tors derive no fi nancial benefi ts from this program. It is funded by self-insurance and joint life insurance policies purchased by the Company. Richard
S. Braddock and Martha Layne Collins continue to participate in the program.
Personal Umbrella Liability Insurance
The Company provides $5,000,000 of personal liability insurance to each non-employee director. This coverage terminates on December 31st of the
year in which the director terminates service on the Company’s Board.
Travel Accident Insurance
The Company provides each non-employee director with $200,000 of accidental death and $100,000 of dismemberment insurance while traveling to,
or attending, Board or Committee meetings.
Travel Expenses
The Company reimburses the directors for travel expenses incurred in connection with attending Board, committee and shareholder meetings and
other Company-sponsored events, and provides Company transportation to the directors (including use of Company aircraft) to attend such meetings
and events.
Review of Director Compensation
The Board has delegated to the Governance Committee the responsibility for periodically reviewing the Board’s compensation program and recom-
mending any changes to the Board. The last time such a review was performed was in late 2003. As explained in the Governance Committee’s report
on page 29 of this Proxy Statement, the Governance Committee recently decided to conduct a new review of the market competitiveness of the
Board’s compensation program. As it did in 2003, the Committee has engaged an external independent consultant to assist in conducting this review.
Pearl Meyers & Partners was recently retained by the Governance Committee to perform this work. The Board’s Director Compensation Principles
will be used by Pearl Meyers & Partners as a basis for initiating the review. The last of these principles provides that, to the extent practicable, the
principles should parallel those of the Company’s executive compensation program. The Committee expects to complete its review by the end of the
third quarter of this year.