US Cellular 2008 Annual Report Download - page 46

Download and view the complete annual report

Please find page 46 of the 2008 US Cellular annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 207

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160
  • 161
  • 162
  • 163
  • 164
  • 165
  • 166
  • 167
  • 168
  • 169
  • 170
  • 171
  • 172
  • 173
  • 174
  • 175
  • 176
  • 177
  • 178
  • 179
  • 180
  • 181
  • 182
  • 183
  • 184
  • 185
  • 186
  • 187
  • 188
  • 189
  • 190
  • 191
  • 192
  • 193
  • 194
  • 195
  • 196
  • 197
  • 198
  • 199
  • 200
  • 201
  • 202
  • 203
  • 204
  • 205
  • 206
  • 207

The Chairman also considered the achievement levels of objectives and performance measures that
are stated in quantitative terms and the assessment of how well U.S. Cellular did as a whole during the
year. As discussed above, the adjusted overall Company performance was 107% of target. See
‘‘Company Performance’’ above.
The Chairman also considered the extent to which the President contributed to U.S. Cellular’s
performance. As the President and Chief Executive Officer of U.S. Cellular, John E. Rooney is the
principal executive officer of U.S. Cellular and supervises and controls all of the business and affairs of
U.S. Cellular. As a result, Mr. Rooney is primarily responsible for the performance of U.S. Cellular.
The Chairman also considered the achievement of objectives and performance measures that are
stated in non-quantitative terms (and the level of achievement of such objectives and measures), which
include the same items as discussed under ‘‘Performance Objectives and Accomplishments’’ above.
There was no minimum level of achievement of those objectives required before salary could be
increased. As the President and Chief Executive Officer of U.S. Cellular, Mr. Rooney is primarily
responsible for such objectives and accomplishments, as discussed above.
The Chairman also considered the general facts and circumstances discussed above under ‘‘Annual
Cash Compensation.’’ Additional significant facts and circumstances that the Chairman considered in
determining John E. Rooney’s annual cash compensation are as follows: Mr. Rooney’s position and the
fact that, as President and Chief Executive Officer, Mr. Rooney is primarily responsible for the
performance of U.S. Cellular; the fact that Mr. Rooney has held this position and has been employed by
U.S. Cellular since 2000; and the Chairman’s view that Mr. Rooney significantly contributed to the growth
and development of U.S. Cellular since that time and the performance of U.S. Cellular since that time.
For disclosure purposes, the base salary of the President and CEO for 2009 was increased to
$882,000, representing an increase of approximately 3% over the 2008 base salary. This will be reflected
in next year’s proxy statement.
Other Named Executive Officers. The base salary of each of the other named executive officers is
also believed to be within the median of the range considered to be appropriate in the judgment of the
Chairman. The ranges considered to be appropriate in the judgment of the Chairman in approving the
base salary of the other named executive officers was based on a survey from U.S. Cellular’s
compensation consultant, Towers Perrin, and represented the 25th to the 75th percentiles of a population
of comparable base salaries based on current role responsibilities. See ‘‘Benchmarking’’ above. In
addition, see generally ‘‘Company Performance’’, ‘‘Performance Objectives and Accomplishments’’ and
‘‘Annual Cash Compensation’’ above for other factors considered in setting the annual base salary. The
following discusses the annual base salary with respect to each of the other named executive officers.
Executive Vice President, Chief Financial Officer and Treasurer. Steven T. Campbell’s base salary
effective March 1, 2007 was $377,881. The range considered to be appropriate for him for 2008 in his
capacity as Executive Vice President, Chief Financial Officer and Treasurer was approximately $415,000
to $575,000 based on the benchmarking survey discussed above. The median of this range is
approximately $490,000. Mr. Campbell’s base salary was increased to $423,000 or by 12% effective
March 1, 2008, reflecting his rating of far exceeds expectations for the reasons discussed above and his
additional responsibilities as Executive Vice President, Chief Financial Officer and Treasurer. The amount
reported in the Summary Compensation Table represents two months at the prior salary and ten months
at the new salary, or a total of $415,480.
Additional significant facts and circumstances that the President and Chairman considered in
determining Steven T. Campbell’s annual cash compensation are as follows: Mr. Campbell’s
responsibilities as Executive Vice President, Chief Financial Officer and Treasurer of U.S. Cellular; the fact
that Mr. Campbell has held these offices since January 1, 2007 and that prior to that time was employed
by U.S. Cellular as its Vice President and Controller since June 1, 2005; and the President’s and
Chairman’s subjective views regarding Mr. Campbell’s contributions in such capacities to U.S. Cellular
during that time.
For disclosure purposes, Mr. Campbell’s base salary effective March 1, 2009 was increased to
$439,920. This will be reflected in the Summary Compensation Table in next year’s proxy statement.
39