ComEd 2006 Annual Report Download - page 380

1. The shares listed under Shares Held in Exelon Plans, Column [B], include restricted shares, shares held in the 401(k) plan,
and deferred shares held in the Stock Deferral Plan.
2. The shares listed above under Share Equivalents to be Settled in Cash, Column [E], include unvested performance shares
that may settled in cash or stock depending on where the named officer stands with respect to their stock ownership
requirement, and phantom shares held in a non-qualified deferred compensation plan which will be settled in cash on a 1 for
1 basis upon retirement or termination.
No ComEd securities are authorized for issuance under equity compensation plans. For information
about Exelon Securities authorized for issuance to ComEd employees under Exelon equity compensation
plans, see above under “Exelon-Securities Authorized Under Equity Compensation Plans.”
Stock ownership guidelines
Officers of Exelon and its subsidiaries are required to own certain amounts of Exelon common stock
by the later of five years after their employment or promotion to their current position. The objective is to
encourage officers to think and act like owners. The ownership guidelines were recalibrated in November
2006 (retroactive to September 30, 2006) and are expressed as both a fixed number of shares and a
multiple of annualized base salary to avoid arbitrary changes to the ownership requirements that could
arise from ordinary course volatility in the market price for Exelon’s shares. The minimum stock
ownership targets by level are the lesser of the fixed number of shares or the multiple of annualized base
salary. The number of shares was determined by taking the following multiples of the officer’s base salary
as of the latest of October 24, 2006 or the date of hire or promotion: (1) Chairman and CEO, five times
base salary; (2) executive vice presidents, three times base salary; (3) Presidents and senior vice
presidents, two times base salary; and (4) vice presidents and other executives, one times base salary.
Ownership is measured by valuing an executive’s holdings using the 60-day average price of Exelon
common stock as of the appropriate date. Shares held outright, earned non-vested performance shares,
and deferred shares count toward the ownership guidelines; unvested restricted stock and all stock
options do not count for this purpose. As of December 31, 2006, the NEOs held the following amounts of
stock relative to the applicable guidelines:
Exelon, Generation and PECO
Name
Ownership
Multiple
Ownership
Guideline in
Shares
Share or Share
Equivalents
Owned
Ownership as a
% of Guideline
Rowe ................................... 5x 107,920 660,238 612%
Skolds .................................. 3x 31,629 113,686 359%
Young .................................. 3x 27,395 49,752 182%
Mehrberg ................................ 3x 27,893 92,911 333%
Clark ................................... 3x 21,916 77,415 353%
McLean ................................. 3x 22,165 78,338 353%
Crane ................................... 2x 16,935 54,152 320%
O’Brien ................................. 2x 13,282 39,363 296%
Hilzinger ................................ 2x 10,000 20,063 201%
ComEd
Name
Ownership
Multiple
Ownership
Guideline in
Shares
Share or Share
Equivalents
Owned
Ownership as a
% of Guideline
Clark ................................... 3x 21,916 77,415 353%
McDonald ............................... 2x 9,962 24,727 248%
Mitchell ................................. 2x 13,781 55,180 400%
Costello ................................. 2x 12,452 25,600 206%
Hilzinger ................................ 2x 10,000 20,063 201%
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