Waste Management 2011 Annual Report Download - page 26

DIRECTOR NOMINEE AND OFFICER STOCK OWNERSHIP
Our Board of Directors has adopted stock ownership guidelines for our non-employee directors that require
each director to hold Common Stock or share-based instruments valued at five times his annual cash retainer.
Non-employee directors other than Mr. Reum currently are required to hold 17,500 shares and Mr. Reum
currently is required to hold approximately 34,200 shares. Directors have five years from the later of the date
they join the Board or the effective date of an increase in the holding requirements to attain the required level of
ownership. Ms. Cafferty and Messrs. Clark, Pope and Rothmeier have reached their required levels of ownership.
Mr. Gross and Mr. Weidemeyer have until July 2015 to reach their required level of ownership. Mr. Anderson
has until August 2016 to reach his required level of ownership, and Mr. Reum has until January 2017 to reach his
increased required level of ownership due to his election as Non-Executive Chairman of the Board effective
January 1, 2012.
Our executive officers, including Mr. Steiner, are also subject to stock ownership guidelines, as described in
the Compensation Discussion and Analysis on page 38 of this Proxy Statement.
The Stock Ownership Table below shows the number of shares of Common Stock each director nominee
and each executive officer named in the Summary Compensation Table on page 39 owned as of March 13, 2012,
our record date for the Annual Meeting, as well as the number owned by all directors and executive officers as a
group. The table also includes information about restricted stock units, exercisable stock options and phantom
stock granted under various compensation and benefit plans. Information about unearned performance share units
granted to executive officers are not included in the table because the actual number of shares the executives may
receive at the end of the performance period will vary depending on the level of achievement of the Company’s
financial objectives, and can vary from zero to two times the number of performance share units granted. As a
result, the number of shares, if any, that will ultimately be issued pursuant to the performance share units is not
known.
These individuals, both individually and in the aggregate, own less than 1% of our outstanding shares as of
the record date.
Stock Ownership Table
Name
Shares of Common
Stock Owned
Shares of Common
Stock Covered by
Exercisable Options
Phantom
Stock(1)
Bradbury H. Anderson ...................... 4,493 0 0
Pastora San Juan Cafferty .................... 27,134 0 0
Frank M. Clark, Jr. ......................... 20,348 0 0
Patrick W. Gross ........................... 13,844 0 0
John C. Pope(2) ............................ 42,015 0 0
W. Robert Reum ........................... 19,903 0 0
Steven G. Rothmeier ........................ 19,749 0 0
Thomas H. Weidemeyer ..................... 15,877 0 0
David P. Steiner(3) ......................... 486,717 817,852 73,285
Steven C. Preston .......................... 0 0 0
James E. Trevathan ......................... 132,136 243,098 0
Jeff M. Harris ............................. 42,170 53,098 0
Duane C. Woods(4) ......................... 76,058 53,098 4,086
Robert G. Simpson(5) ....................... 110,780 153,093 0
All directors and executive officers as a group
(27 persons) ............................... 1,347,000(6) 1,915,495 94,558
(1) Executive officers may choose a Waste Management stock fund as an investment option under the
Company’s 409A Deferral Savings Plan described in the Nonqualified Deferred Compensation table on
page 44. Interests in the fund are considered phantom stock because they are equal in value to shares of our
Common Stock. Phantom stock receives dividend equivalents, in the form of additional phantom stock, at the
same time that holders of shares of Common Stock receive dividends. The value of the phantom stock is paid
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