COMPENSATION Compensation Discussion and Analysis Elements of Compensation and Link to Strategy We have three elements of total direct compensation: base salary, annual incentives and long-term incentives, which are described below. We also provide limited perquisites (see page 59) and standard retirement and benefit plans (see pages 59 and 91). 2016 Total Direct Compensation Mix* Other Named Executive Officers Chairman and CEO 10% 13% Base Salary 63% Long-Term Incentives 27% Base Salary 65% Long-Term Incentives 22% Annual Incentive Annual Incentive * Base salary, actual annual incentive and the grant date fair value of the annual long-term incentive award for 2016. Base Salary Base salary is designed to recognize individual performance, scope of responsibility, leadership skills and experience. Competitive base salaries help attract and retain executive talent. COMPENSATION Base salary is fixed cash compensation. Salary is reviewed annually and adjusted when appropriate. To promote a performance culture, increases are not automatic or guaranteed. No Named Executive Officer received an annual merit increase in 2017 as the Company focuses on productivity. Annual and Long-Term Incentives IMPORTANT FACTS ABOUT OUR INCENTIVE TARGETS Choice of Incentive Metrics Rigor of Incentive Metrics The key financial metrics in our incentive plans (net operating revenue, profit before tax, volume and economic profit growth) align with our strategy for long-term value creation. In 2016, we enhanced the target-setting process to test the robustness of our already strong incentive targets and performance curve setting. We make certain adjustments when calculating results, such as for the impact of foreign currency exchange rates, changes in financial accounting reporting regulations, and costs and other financial implications associated with corporate transactions. The setting of our performance curves considered the following: Our targets are currency neutral because we believe incentive targets should measure the underlying results of the business and that business leaders should be encouraged to make decisions that drive long-term sustainable growth rather than to address short-term currency fluctuations or short-term and nonrecurring items. This philosophy has been in place for several years, and we review this issue regularly, as it is an important concern for companies like ours with significant exposure to foreign currency exchange rate fluctuations. – Performance levels necessary to achieve our long-term goals and deliver superior shareowner returns. – The likelihood of achieving various levels of performance based on historical results over a ten-year period. – Metrics, program designs and results at companies in our comparator group. – Performance relative to our comparator companies. We have added a standing meeting each year to devote additional time to this important process. 2017 Proxy Statement 51
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