Sunoco 2015 Annual Report Download - page 133

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131
at a rate of 60 percent after the third year of continuous service and the remaining 40 percent after the fifth year of continuous
service.
All restricted units granted to the directors entitle their holders to receive, with respect to each common unit subject to
such restricted unit that has not either vested or been forfeited, a cash payment equal to each cash distribution per common unit
made by us on our common units promptly following each such distribution by us to our unitholders.
The following table reflects the compensation paid to each of the non-employee directors of our general partner (and to
Messrs. McCrea, Welch and Mason, as described above) in 2015. Mr. Perry was appointed to the Compensation Committee in
February 2016, so his compensation set forth below does not include Compensation Committee fees during 2015.
Name
Fees Earned
or Paid in
Cash (1)
($)
Unit
Awards (2)
($)
All Other
Compensation (3)
($) Total
($)
Steven R. Anderson 89,400 100,004 22,813 212,217
Independent Director, Chair of Conflicts Committee and
Member of Audit and Compensation Committee
Scott A. Angelle 89,500 100,004 22,813 212,317
Independent Director, Chair of Compensation Committee and
Member of Audit and Conflicts Committees
Basil Leon Bray 94,400 100,004 22,813 217,217
Independent Director, Chair of Audit Committee and Member of
Compensation and Conflicts Committees
James R. ("Rick") Perry 25,000 101,250 2,240 128,490
Independent Director and Member of the Compensation Committee
Marshall S. ("Mackie") McCrea, III — 2,407,594 198,484 2,606,078
Chairman of the Board of Directors
Jamie Welch — 568,346 44,619 612,965
Director
Thomas P. Mason — 568,346 25,926 594,272
Director
NOTES TO TABLE:
(1) The amounts shown in this column reflect the cash fees received by directors during 2015.
(2) The amounts shown in this column reflect the aggregate grant date fair value of restricted unit awards under the LTIP, calculated in
accordance with FASB ASC Topic 718. See Note 14 to our consolidated financial statements for fiscal 2015 for additional detail
regarding assumptions underlying the value of these equity awards.
(3) The amounts shown in this column reflect the cash payments made to each director during 2015, which were equal to each cash
distribution per common unit made by us on our common units during 2015 with respect to each common unit subject to a
restricted unit held by such director that has not either vested or been forfeited.
As of December 31, 2015, Messrs. Anderson, Angelle and Bray each had 8,324 restricted units outstanding, and Messrs. Perry,
McCrea, Welch and Mason had 2,500, 202,458, 48,063 and 37,163 restricted units outstanding, respectively.
COMPENSATION PRACTICES AS THEY RELATE TO RISK MANAGEMENT
We believe our compensation plans and programs for our NEOs, as well as our other employees, are appropriately
structured and are not reasonably likely to result in material risk to the Partnership. We believe our compensation plans and
programs are structured in a manner that does not promote excessive risk-taking that could harm our value or reward poor
judgment. We also believe we have allocated our compensation among base salary and short and long-term compensation in
such a way as to not encourage excessive risk-taking. In particular, we generally do not adjust base annual salaries for the
executive officers and other employees significantly from year to year, and therefore the annual base salary of our employees is
not generally impacted by our overall financial performance or the financial performance of an operating segment. We
generally determine whether, and to what extent, our NEOs receive a cash bonus based on our achievement of specified
financial performance objectives as well as the individual contributions of our NEOs to the Partnership's success. We use