AbbVie 2012 Annual Report Download - page 126

DIRECTOR COMPENSATION
AbbVie employees are not compensated for serving on the board or board committees. AbbVie’s
non-employee directors are compensated for their service under the AbbVie Non-Employee Directors’
Fee Plan and the AbbVie 2013 Incentive Stock Program.
The following table sets forth a summary of the non-employee directors’ 2012 compensation paid
by Abbott in respect of service to AbbVie.
Change in
Pension Value
and
Fees Nonqualified
Earned or Deferred
Paid in Stock Option Compensation All Other
Cash Awards Awards Earnings Compensation Total
Name ($)(1) ($)(2) ($)(3) ($)(4) ($)(5) ($)
R. J. Alpern .................. $0 $0 $0 $0 $ 0 $ 0
R. S. Austin .................. 0 0 0 0 0 0
W. H.L. Burnside .............. 0 0 0 0 105,000 105,000
E. M. Liddy .................. 0 0 0 0 0 0
E. J. Rapp................... 0 0 0 0 70,000 70,000
R. S. Roberts ................. 0 0 0 0 105,000 105,000
G. F. Tilton .................. 0 0 0 0 0 0
F. H. Waddell ................. 0 0 0 0 105,000 105,000
(1) Under the AbbVie Non-Employee Directors’ Fee Plan, non-employee directors earn $10,500 for
each month of service as a director and $1,000 for each month of service as a chairman of a board
committee, other than the chairman of the audit committee. The chairman of the audit committee
receives $1,500 for each month of service as a chairman of that committee and the other members
of the audit committee receive $500 for each month of service as a committee member. No
director received compensation under the AbbVie Non-Employee Directors’ Fee Plan in 2012
because the board of directors and committees of the AbbVie board did not meet in 2012.
Fees earned under the AbbVie Non-Employee Directors’ Fee Plan are paid in cash to the director,
paid in the form of vested non-qualified stock options (based on an independent appraisal of their
fair value), deferred (as a non-funded obligation of AbbVie), or paid currently into an individual
grantor trust established by the director. The distribution of deferred fees and amounts held in a
director’s grantor trust generally commences at the later of when the director reaches age 65, or
upon retirement from the board of directors. The director may elect to have deferred fees and fees
deposited in trust credited to either a stock equivalent account that earns the same return as if the
fees were invested in AbbVie stock or to a guaranteed interest account. If necessary, AbbVie
contributes funds to a director’s trust so that as of year-end the stock equivalent account balance
(net of taxes) is not less than seventy-five percent of the market value of the related AbbVie
common stock at year end.
(2) The amounts reported in this column represent the aggregate grant date fair value of the awards
in accordance with Financial Accounting Standards Board ASC Topic 718. AbbVie determines the
grant date fair value of stock unit awards by multiplying the number of restricted stock units
granted by the average of the high and low market prices of an AbbVie common share on the date
of grant.
In addition to the fees described in footnote (1), the AbbVie 2013 Incentive Stock Program
provides that each non-employee director elected to the board of directors at the annual
stockholder meeting receives vested restricted stock units having a value of $113,000 (rounded
down). In 2012, directors did not receive any units in respect of service to AbbVie because they
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