Sunoco 2014 Annual Report Download - page 116

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114
During 2014, the compensation for our executive officers, including our NEOs, but excluding Mr. Salinas, was
determined by our general partner's Compensation Committee. Our compensation program is structured to provide the
following benefits:
reward executives with an industry-competitive total compensation package of competitive base salaries and
significant incentive opportunities, yielding a total compensation package approaching the top-quartile of the market;
attract, retain and reward talented executive officers and key management employees by providing total compensation
competitive with that of other executive officers and key management employees employed by publicly traded limited
partnerships of similar size and in similar lines of business;
motivate executive officers and key employees to achieve strong financial and operational performance;
emphasize performance-based or "at-risk" compensation; and
reward individual performance.
Compensation Methodology
Our general partner's Compensation Committee considers relevant data available to assess our competitive position with
respect to base salary, annual bonuses and long-term incentive compensation for our executive officers. The Compensation
Committee also considers individual performance, levels of responsibility, skills and experience. For our 2014 compensation
packages, our compensation methodology for the NEOs was substantially similar to that of ETP. After ETP and ETE Holdings
acquired the membership interest of our general partner, we transitioned from our prior compensation methodology to such
compensation methodology similar to that of ETP.
Periodically, the compensation committee of ETP's general partner engages a third-party consultant to provide market
information for compensation levels at peer companies in order to assist the Compensation Committee in its determination of
compensation levels for our executive officers. Most recently, Mercer (US) Inc. ("Mercer") was engaged during the year ended
December 31, 2013 to evaluate the market competitiveness of total compensation levels of a number of officers of all the
partnerships under ETE to provide market information with respect to compensation of officers. In particular, the review by
Mercer was designed to (i) evaluate the market competitiveness of total compensation levels for certain members of senior
management, including our NEOs; (ii) assist in the determination of appropriate compensation levels for senior management,
including our NEOs; and (iii) confirm that our compensation programs were yielding compensation packages consistent with
our overall compensation philosophy. In respect of the Partnership, we were reviewed by Mercer as a significant operational
division of ETP and benchmarked based on that status and consistent with our annual revenues and market capitalization levels.
In light of this review, Mercer did not specifically benchmark our NEOs against any particular set of peer companies.
The compensation analysis provided by Mercer covered all major components of total compensation, including annual base
salary, annual short-term cash bonus and long-term incentive awards for the senior executives for certain companies in the oil and
gas industry. The Compensation Committee utilized the information provided by Mercer to ensure that the total compensation of
our NEOs is both competitive with the market information received and consistent with our compensation philosophy. In addition
to the information received as a result of a periodic engagement of a third-party consultant, the Compensation Committee also
utilizes information obtained from other sources, such as annual third-party surveys, for comparison purposes in its determination
of compensation levels for our NEOs.
Mercer did not provide any non-executive compensation services for ETP or the Partnership during 2014. For 2014, the
Compensation Committee continued to use the results of the 2013 Mercer study, aged to account for general inflation and 2014
third-party survey results.