Clearwater Paper Corporation · NYSE:CLW
Clearwater Paper — Shareholder Meeting (May 2018)
12 slides from Clearwater Paper's shareholder meeting presentation, May 3, 2018
Slide 1: Shareholder Engagement: Executive Compensation
Clearwater Paper Corporation Shareholder Engagement: Executive Compensation Meeting Date: May 14, 2018
Slide 2: We Ask For Your Support
We Ask For Your Support ITEM YOUR BOARD’S RECOMMENDATION PROXY PAGE REFERENCE Election of Two Directors for a Three-Year Term Vote FOR Pages 12-13 and 53 Ratification of the Appointment of the Independent Registered Public Accounting Firm Vote FOR Page 53 Non-binding Advisory Vote on Executive Compe
Slide 3: Requests Your Support at our May 14th Annual Meeting
Clearwater Paper Corporation Appreciates Your Investment and Requests Your Support at our May 14th Annual Meeting Vote FOR Item 3. Say on Pay Clear alignment of pay with performance Alignment reflected in CEO pay and executive incentive compensation We ask for your support at our 2018 Annual Meeting
Slide 4: CEO Pay Aligned with Performance
CEO Pay Aligned with Performance CEO Pay & Alignment Realized (i.e. actual outcome of incentive compensation relative to intended target values) CEO pay 46% lower than target over three year period, demonstrating strong pay for performance alignment CEO total reported compensation declined in 2017 C
Slide 5: Realized Pay: CEO Pay Aligned with Performance
Realized Pay: CEO Pay Aligned with Performance During the 2015-2017 period, when our TSR was -33.2%, our CEO’s realized pay was 46% lower than aggregate target pay, demonstrating the strong link between pay outcomes and Company stock price performance. Specifically, our CEO’s realized pay was direct
Slide 6: Strong Focus on Variable Compensation
Strong Focus on Variable Compensation
Slide 7: CEO Compensation Heavily Performance Based
CEO Compensation Heavily Performance Based 2017 CEO Incentive Pay Incentive Pay Element Target Pay Performance Metric Annual Incentive (cash) 100% of base salary EBITDA 37.5% EBITDA Margin 37.5% Company Productivity 25% Long-Term Incentive (equity) 200% of base salary Performance Shares 37.5% of tar
Slide 8: Performance Share Award Payout in Each of 2015, 2016 and 2017
Performance Share Award Payout in Each of 2015, 2016 and 2017
Slide 9: Executive Compensation Plans Aligned with Performance
Executive Compensation Plans Aligned with Performance NEO Performance Based Variable Compensation NEO, including CEO, performance based variable compensation represents the majority of total compensation. Variable compensation for the past three years saw a direct and significant reduction, specific
Slide 10: Executive Compensation Plans Aligned with Performance: Long-Term Incentive
Executive Compensation Plans Aligned with Performance FY 17 Long-Term Incentive Pay Stock price performance resulted in no payout of performance shares under FY 2015-2017 long-term incentive plan Options granted in FY15 that fully vested at year end 2017 underwater FY 17 & FY 18 Plan Changes Added f
Slide 11: Executive Compensation Practices
Executive Compensation Practices What We Do Commit to oversight, evaluation and continuous improvement of our executive pay design and administration. Target executive compensation mix to favor performance-based compensation. Target executive compensation at the market median with a range of opportu
Slide 12: 2018 Annual Meeting of Stockholders
2018 Annual Meeting of Stockholders This information is being provided to shareholders in addition to the proxy statement filed by Clearwater Paper Corporation (the “Company”) with the Securities and Exchange Commission (the “SEC”) on April 3, 2018. Please read the complete proxy statement and accom