Ameriprise 2009 Annual Report Download - page 175

David K. Stewart — Senior Vice President and Controller (Principal Accounting
Officer)
Mr. Stewart (56) has been our Senior Vice President and Controller since September 2005. Prior to the Distribution, Mr. Stewart served
as Vice President and Controller of AEFC and its subsidiaries since June 2002, when he joined American Express. Prior thereto,
Mr. Stewart held various management and officer positions in accounting, financial reporting and treasury operations at Lutheran
Brotherhood, now known as Thrivent Financial for Lutherans, where he was Vice President — Treasurer from 1997 until 2001.
CORPORATE GOVERNANCE
We have adopted a set of Corporate Governance Principles and Categorical Standards of Director Independence which, together with the
charters of the three standing committees of the Board of Directors (Audit; Compensation and Benefits; and Nominating and
Governance) and our Code of Conduct (which constitutes the Company’s code of ethics), provide the framework for the governance of our
company. A complete copy of our Corporate Governance Principles and Categorical Standards of Director Independence, the charters of
each of the Board committees, the Code of Conduct (which applies not only to our Chief Executive Officer, Chief Financial Officer and
Controller, but also to all other employees of our company) and the Code of Business Conduct for the Members of the Board of Directors
may be found by clicking the ‘‘Corporate Governance’’ link found on our Investor Relations website at ir.ameriprise.com. You may also
access our Investor Relations website through our main website at ameriprise.com by clicking on the ‘‘Investor Relations’’ link, which is
located at the bottom of the page. (Information from such sites is not incorporated by reference into this report.) You may also obtain free
copies of these materials by writing to our Corporate Secretary at our principal executive offices.
Item 11. Executive Compensation.
The following portions of the Proxy Statement are incorporated herein by reference:
• information under the caption ‘‘Corporate Governance — Compensation and Benefits Committee — Compensation Committee
Interlocks and Insider Participation’’;
• information included under the caption ‘‘Compensation of Executive Officers’’; and
• information included under the caption ‘‘Compensation of Directors.’’
Item 12. Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters.
Equity Compensation Plan Information
(a) (b) (c)
Number of securities remaining
Number of securities to Weighted-average available for future issuance
be issued upon exercise exercise price of under equity compensation
of outstanding options, outstanding options, plans (excluding securities
warrants and rights warrants and rights reflected in column a) — shares
Plan category
Equity compensation plans approved by
security holders 21,437,034 (1) $ 34.97 13,947,613
Equity compensation plans not approved by
security holders 6,687,070 (2) 24.00 8,329,040 (3)
Total 28,124,104 $ 34.55 22,276,653
(1) Includes 1,063,156 share units subject to vesting per the terms of the applicable plan which could result in the issuance of common stock. As the terms of
these share based awards do not provide for an exercise price, they have been excluded from the weighted average exercise price in column B.
(2) Includes 5,877,080 share units subject to vesting per the terms of the applicable plans which could result in the issuance of common stock. As the terms
of these share based awards do not provide for an exercise price, they have been excluded from the weighted average exercise price in column B. For
additional information on the Company’s equity compensation plans see Note 16 — Share-Based Compensation to our Consolidated Financial
Statements in Part II, Item 8 of this Annual Report on Form 10-K.. The non-shareholder approved plans consist of the Ameriprise Financial 2008
Employment Incentive Equity Award Plan, the Ameriprise Advisor Group Deferred Compensation Plan and the Amended Deferred Equity Program for
Independent Financial Advisors.
160 ANNUAL REPORT 2009