Windstream 2007 Annual Report Download - page 23

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Mr. Frantz, Chairman of the Board of Directors, retired as an employee of Windstream effective as of
December 31, 2006, but continues to serve as Chairman of the Board. During 2006, Mr. Frantz received
restricted share grants comprising annual grants for his service as an executive officer and replacement and
one-time grants in connection with the spin-off and merger, and these grants will vest in full by August 2009.
During 2007, Mr. Frantz received the same compensation received by all other non-employee directors plus an
annual supplemental cash retainer in the amount of $25,000.
The following table shows the compensation paid to the non-employee directors of Windstream Board
during 2007:
WINDSTREAM DIRECTOR COMPENSATION TABLE
Name Fees Earned or
Paid in Cash
($)
Stock Awards
($) (1)
Non-qualified
Compensation
Earnings
($)(3)
All Other
Compensation
($)(4)
Total
($)
Carol B. Armitage 25,250 25,377(2) -0- -0- 50,627
Samuel E. Beall, III 79,250 114,000 -0- 250 193,500
Dennis E. Foster 100,500 147,608 -0- 250 248,358
Francis X. Frantz 97,250 2,721,615 231,531 250 3,050,646
Jeffrey T. Hinson 88,000 147,608 -0- 250 235,858
Judy K. Jones 82,750 147,608 -0- 250 230,608
William A. Montgomery 100,500 147,608 -0- 250 248,358
Frank E. Reed 95,250 147,608 -0- 250 243,108
(1) All stock award amounts in the table above reflect 2007 compensation expense calculated in accordance
with SFAS 123(R), and such expense was determined based on the closing price per share of Windstream
common stock on the date of grant of the restricted stock. Amount for Mr. Frantz reflects expense for annual
grant for service as an executive officer and replacement and one-time grants in connection with the spin-off and
merger.
(2) Ms. Armitage was appointed to the Board of Directors on September 7, 2007. In connection with such
appointment, Ms. Armitage was granted restricted stock that included a grant value of $80,000 representing her
initial retainer and her pro-rated 2007 annual retainer of restricted stock under Windstream’s director
compensation program.
(3) Amount does not include $489,330 for a decrease in pension value and includes $231,531 for above-market
(only if the rate of interest exceeds 120% of the applicable long-term rate of the Internal Revenue Code) earnings
on a deferred compensation balance of approximately $16.0 million. In the case of a change-in-control,
Mr. Frantz would receive a lump sum payout of this balance. Mr. Frantz receives these benefits under
arrangements that were approved by Alltel prior to the spin-off and that were assumed by Windstream as part of
the spin-off.
(4) Includes payments for travel insurance available for all directors.
17