Before
Directors who also serve as employees of the Company or its subsidiaries are not entitled to compensation as Board members. For all other directors (“Non-employee Directors”), the Compensation Committee reviews the policy regarding total compensation at least every other year and recommends compensation to the Board for Non-employee Directors consistent with the policy. The policy was reviewed and amended in 2015. Under the current policy, Non-employee Directors receive $115,000 annually for their service as such. A Non-employee Director serving on the Audit and Risk Committee receives an additional $10,000 annually for that service. In addition, the chairs of each of the Compensation Committee, Audit and Risk Committee, Corporate Governance Committee, Finance and Investment Committee, Sustainability Committee, and Acquisition (now Corporate Development) Committee receive additional annual fees of $20,000, $25,000, $15,000, $20,000, $15,000, and $15,000 respectively. The Lead Non-Management Director receives an additional $25,000 annual fee.
Before, with commentary
Directors who also serve as employees of the Company or its subsidiaries are not entitled to compensation as Board members. For all other directors (“Non-employee Directors”) [I think this term is clear enough—especially in context—without being formally defined], the Compensation Committee reviews the policy regarding total compensation at least every other year and recommends compensation to the Board for Non-employee Directors consistent with the policy. The policy was reviewed and amended in 2015. Under the current policy, Non-employee Directors receive $115,000 annually for their service as such. [“as such” is awkward and unnecessary] A Non-employee Director serving on the Audit and Risk Committee receives an additional $10,000 annually for that service. In addition, the chairs of each of the Compensation Committee, Audit and Risk Committee, Corporate Governance Committee, Finance and Investment Committee, Sustainability Committee, and Acquisition (now Corporate Development) Committee receive additional annual fees of $20,000, $25,000, $15,000, $20,000, $15,000, and $15,000 respectively. [Why force the reader to match six committee names at the beginning of the sentence with six fee amounts at the end?] The Lead Non-Management Director receives an additional $25,000 annual fee.
After
There are two ways to make this disclosure more efficient to read and understand: streamline the language, and isolate the fee amounts.
Directors who also serve as employees of the Company or its subsidiaries do not receive compensation as Board members. The Compensation Committee reviews the policy regarding compensation for non-employee Directors at least every other year, and recommends compensation to the Board consistent with that policy. As in effect in 2016, the policy provides compensation for the non-employee Directors as follows:
| All non-employee directors | $115,000 annually |
| Audit and Risk Committee members | Additional $10,000 annually |
| Chairs—Corporate Governance, Sustainability, Acquisition | Additional $15,000 annually |
| Chairs—Compensation, Finance and Investment | Additional $20,000 annually |
| Chair—Audit and Risk | Additional $25,000 annually |
| Lead Non-Management Director | Additional $25,000 annually |
