Waste Management 2013 Annual Report Download - page 40

Committee takes into consideration the accounting treatment under ASC Topic 718 when determining the form
and amount of annual long-term equity incentive awards. However, because our long-term equity incentive
awards are based on a target dollar value established prior to grant (described in further detail under “Named
Executives’ 2013 Compensation Program and Results — Long-Term Equity Incentives”), this “value” will differ
from the grant date fair value of awards calculated pursuant to ASC Topic 718.
Risk Assessment. The MD&C Committee uses the structural elements set forth in the Executive Summary
earlier to establish compensation that will provide sufficient incentives for named executive officers to drive
results while avoiding unnecessary or excessive risk taking that could harm the long-term value of the Company.
During 2013, the MD&C Committee reviewed the Company’s compensation policies and practices and the
assessment and analysis of related risk conducted by the independent compensation consultant. Based on this
review and analysis, the MD&C Committee and the independent compensation consultant concluded that our
compensation policies and practices do not create risks that are reasonably likely to have a material adverse
effect on the Company.
Consideration of Stockholder Advisory Vote on Executive Compensation. The MD&C Committee reviews
the results of the stockholder advisory vote on executive compensation and considers any implications of such
voting results on the Company’s compensation programs. In light of the very high percentage of shares present
and entitled to vote at the annual meeting voting in favor of the Company’s executive compensation the past
three years, the results of the stockholder advisory votes have not caused the MD&C Committee to recommend
any changes to our compensation practices.
Named Executives’ 2013 Compensation Program and Results
Base Salary
After foregoing base salary increases in 2012 to support the Company’s cost saving initiatives, the Company
granted a three percent increase to base salary in the Spring of 2013, in line with the Company-wide budget. Certain
additional base salary increases were granted to Messrs. Trevathan and Morris upon consideration of competitive
market data and as necessary to better reflect the executive’s recent promotion and contribution. The table below
shows 2012 base salary, percent increase and 2013 base salary for each of our named executive officers.
Named Executive Officer
2012
Base Salary
Percent
Increase
2013
Base Salary
Mr. Steiner ......................................... $1,127,500 3.0% $1,161,325
Mr. Trevathan ...................................... $ 566,298 6.0% $ 600,000
Mr. Fish ........................................... $ 500,000 3.0% $ 515,000
Mr. Harris ......................................... $ 536,278 3.0% $ 552,366
Mr. Morris ......................................... $ 400,000 18.8% $ 475,000
Annual Cash Incentive
• Annual cash incentives were dependant on the following performance measures: Income from Operations
as a percentage of Revenue, or Income from Operations Margin (25%); Income from Operations,
excluding Depreciation and Amortization, less Capital Expenditures, or Cash Flow Measure (25%); and
SG&A Expense, or Cost Measure (50%).
• Each of the named executives received an annual cash incentive payment in March 2014 for fiscal year
2013 equal to 153.7% of target.
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