- 98 -
Benefits constitute reasonable compensation for purposes of
section 280G(b)(4).
(iv) Summary
Applying the foregoing determinations regarding the
appropriate measure of the Retained Executives’ 1992 compensation
produces the amounts of 1992 compensation (excluding the
Retention Payments and the disputed 1991 SRP Benefits) summarized
in the following table:
Retained Noncontingent
Executive Salary STIP LTIP1 1991 SRP Benefit Perquisites Total
Brink $216,720 $123,748 $197,400 0 $89,129 $626,997
Denny 400,000 252,000 441,095 $728,977 0 1,822,072
Francis 156,000 71,136 115,737 118,422 33,738 495,033
Free 213,624 97,413 233,926 596,260 0 1,141,223
Garrett 270,900 154,413 0 166,580 0 591,893
Hite 245,100 139,953 220,030 270,166 0 875,249
Kurczewski 210,000 119,910 188,278 143,249 0 661,437
Pugh 207,174 118,090 95,388 0 0 420,652
Richardson 159,833 72,884 120,629 0 0 353,346
Thompson 236,844 135,001 205,127 0 0 576,972
Williams 193,500 88,236 148,665 0 0 430,401
1 Prorated (1/3) portion of LTIP paid in 1995 with respect to services rendered during 1992-94,
except for Mr. Pugh, whose proration for 1992 is one-half, because he rendered services only in
1992 and 1993.
d. Determination of Comparable Executives and Their
Compensation
The experts differed regarding the choice of comparable
executives and the determination of their compensation. We next
consider those differences in determining the extent to which
petitioner has clearly and convincingly demonstrated the amount
of compensation that was reasonable for the Retained Executives
in 1992.
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