Sunoco 2014 Annual Report Download - page 143

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141
COMPENSATION PRACTICES AS THEY RELATE TO RISK MANAGEMENT
We believe our compensation plans and programs for our NEOs, as well as our other employees, are appropriately
structured and are not reasonably likely to result in material risk to the Partnership. We believe our compensation plans and
programs are structured in a manner that does not promote excessive risk-taking that could harm our value or reward poor
judgment. We also believe we have allocated our compensation among base salary and short- and long-term compensation in
such a way as to not encourage excessive risk-taking. In particular, we generally do not adjust base annual salaries for the
executive officers and other employees significantly from year to year, and therefore the annual base salary of our employees is
not generally impacted by our overall financial performance or the financial performance of an operating segment. We
generally determine whether, and to what extent, our NEOs receive a cash bonus based on our achievement of specified
financial performance objectives as well as the individual contributions of our NEOs to the Partnership's success. We use
restricted units rather than unit options for equity awards because restricted units retain value even in a depressed market so
that employees are less likely to take unreasonable risks to get, or keep, options "in-the-money." Finally, the time-based vesting
over five years for our long-term incentive awards ensures that our employees' interests align with those of our unitholders for
the long-term performance of the Partnership.
COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION
Messrs. Angelle, Anderson, Bray, Hennigan and McCrea served on the Compensation Committee during 2014. Mr.
Hennigan is an officer of our general partner, and Mr. McCrea is an officer of the general partner of ETP. During 2014, none of
the members of the Compensation Committee served as executive officers of any company with respect to which any of our
officers served on such company's compensation committee or board of directors, and none of the directors of our general
partner served as executive officers of any company with respect to which any of our officers served on such company's
compensation committee (or other board committee performing equivalent functions or, in the absence of such committee, the
entire board of directors).