Table of Contents
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FIRST PAGE
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TABLE OF CONTENTS
SUMMARY OF MATTERS REQUIRING SHAREHOLDER ACTION
Proposal 1 - Election of Directors
Proposal 2 - Ratification of Independent Auditors
Proposal 3 - Advisory Vote on Approval of Executive Compensation
Proposal 4 - Advisory Vote on the Frequency of the Advisory Vote on Executive Compensation
Proposal 5 - Advisory Vote on a Shareholder Proposal Regarding the Issuance of a Sustainability Report by the Company
Other Matters
INFORMATION ABOUT PROXIES AND VOTING
Record Date and Voting Securities
Revocability of Proxies
Solicitation of Proxies
Other Voting Considerations
CORPORATE GOVERNANCE AND OUR BOARD
Director Biographies
Board Declassification
Meetings of the Board
Leadership Structure of the Board and the Role of the Board in Risk Oversight
Committees of the Board
Policy Regarding Consideration of Candidates for Director
Compensation of Directors
Code of Conduct
Stock Ownership Guidelines
STOCK OWNERSHIP INFORMATION
Section16(a) Beneficial Ownership Reporting Compliance
EXECUTIVE COMPENSATION
Compensation
Summary Compensation Table
Grants of Plan-Based Awards in Fiscal Year 2016
Outstanding Equity Awards
Options Exercised and Stock Vested
Termination, Change of Control and Change of Responsibility Payments
AUDIT COMMITTEE REPORT
Related Party Transactions
PRESENTATION OF PROPOSALS
Proposal 1 - Election of Directors
Proposal 2 - Ratification of Independent Auditors
Proposal 3 - Advisory Vote on Approval of Executive Compensation
Proposal 4 - Advisory Vote on the Frequency of the Advisory Vote on Executive Compensation
Proposal 5 - Advisory Vote on a Shareholder Proposal Regarding the Issuance of a Sustainability Report by the Company
SHAREHOLDER PROPOSALS
SHAREHOLDERS' COMMUNICATIONS WITH THE BOARD
FORM10-K
OTHER BUSINESS
FINAL PAGE