Alcoa 2015 Annual Report Download - page 194

PART III
Item 10. Directors, Executive Officers and Corporate Governance.
The information required by Item 401 of Regulation S-K regarding directors is contained under the caption “Item 1 Election
of Directors” of the Proxy Statement and is incorporated by reference. The information required by Item 401 of Regulation
S-K regarding executive officers is set forth in Part I, Item 1 of this report under “Executive Officers of the Registrant”.
The information required by Item 405 of Regulation S-K is contained under the caption “Section 16(a) Beneficial
Ownership Reporting Compliance” of the Proxy Statement and is incorporated by reference.
The Company’s Code of Ethics for the CEO, CFO and Other Financial Professionals is publicly available on the
Company’s Internet website at http://www.alcoa.com under the section “About Alcoa—Corporate Governance.” The
remaining information required by Item 406 of Regulation S-K is contained under the captions “Corporate
Governance” and “Corporate Governance—Business Conduct Policies and Code of Ethics” of the Proxy Statement and
is incorporated by reference.
The information required by Items 407(c)(3), (d)(4) and (d)(5) of Regulation S-K is included under the captions “Item
1 Election of Directors—Nominating Board Candidates—Procedures and Director Qualifications” and “Corporate
Governance—Committees of the Board—Audit Committee” of the Proxy Statement and is incorporated by reference.
Item 11. Executive Compensation.
The information required by Item 402 of Regulation S-K is contained under the captions “Director Compensation”,
“Executive Compensation” (excluding the information under the caption “—Compensation Committee Report”) and
“Corporate Governance—Recovery of Incentive Compensation” of the Proxy Statement. Such information is
incorporated by reference.
The information required by Items 407(e)(4) and (e)(5) of Regulation S-K is contained under the captions “Corporate
Governance—Compensation Committee Interlocks and Insider Participation” and “Executive Compensation—
Compensation Committee Report” of the Proxy Statement. Such information (other than the Compensation Committee
Report, which shall not be deemed to be “filed”) is incorporated by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
The information required by Item 201(d) of Regulation S-K relating to securities authorized for issuance under equity
compensation plans is contained under the caption “Equity Compensation Plan Information” of the Proxy Statement
and is incorporated by reference.
The information required by Item 403 of Regulation S-K is contained under the captions “Alcoa Stock Ownership—
Stock Ownership of Certain Beneficial Owners” and “—Stock Ownership of Directors and Executive Officers” of the
Proxy Statement and is incorporated by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
The information required by Item 404 of Regulation S-K is contained under the captions “Executive Compensation”
(excluding the information under the caption “Compensation Committee Report”) and “Corporate Governance—
Related Person Transactions” of the Proxy Statement and is incorporated by reference.
The information required by Item 407(a) of Regulation S-K regarding director independence is contained under the captions
“Item 1 Election of Directors” and “Corporate Governance” of the Proxy Statement and is incorporated by reference.
Item 14. Principal Accounting Fees and Services.
The information required by Item 9(e) of Schedule 14A is contained under the captions “Item 2 Ratification of the
Appointment of the Independent Registered Public Accounting Firm—Report of the Audit Committee” and “—Audit
and Non-Audit Fees” of the Proxy Statement and in Attachment A (Pre-Approval Policies and Procedures for Audit
and Non-Audit Services) thereto and is incorporated by reference.
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