Mr. Jeff Storey
Page 2
-
Position Location: Your principal work location will be Broomfield, Colorado, but you agree that the Company’s headquarters and many of its senior leaders will remain located in Monroe, Louisiana. As such, you acknowledge that effective performance of your job as COO and as CEO will require you to be in the location of the Company’s headquarters with considerable frequency and you agree to be at that location when and as reasonably needed both during and following the Interim Period. The parties acknowledge and agree that travel to and from the Company’s headquarters, as well as suitable temporary housing or hotel occupancy, will be reimbursable business travel, and any use of corporate aircraft for such travel will not be considered personal usage.
-
Signing Bonus: $6.6 million (the “Cash Signing Bonus”) to be paid in the following manner:
• The first installment of the Cash Signing Bonus in the gross amount of $3,300,000 will be paid on the first regular paycheck following the Closing Date, subject to your continued employment, except as provided in Section 11 below.
• The second installment of the Cash Signing Bonus in the gross amount of $3,300,000 will vest 100% and be paid to you on the first anniversary of the Closing Date, subject to your continued employment, except as provided in Section 11 below.
-
Annual Base Compensation: $1,500,000 per year (effective first payroll after Closing Date).
-
Annual Target Short-Term Incentive (“STI”): Target of 175% of annualized base pay or $2,625,000, effective on the Closing Date. You will be eligible for STI under the CenturyLink Short-Term Incentive Plan (the “STI Plan”). Your annual STI bonus target will be pro-rated based on the number of eligible days worked in the program year. Your actual STI payout could be higher or lower than the above target amount, depending on the attainment of applicable individual and corporate performance measurements. Following the Closing Date, you will receive more information about the STI Plan, including individual and corporate performance metrics, objectives and goals (which individual and corporate performance metrics objectives and goals will be established as reasonably agreed between you and the Human Resources and Compensation Committee of the Board (the “Compensation Committee”) promptly following the Closing Date). STI payouts are subject to approval of the Compensation Committee and attainment of applicable corporate and personal performance thresholds, as determined by the Compensation Committee; provided, however, that such thresholds shall be consistent with the thresholds established for the CEO’s direct reports.
-
Aircraft Use: During the Interim Period, CenturyLink will provide corporate aircraft for your personal and business use. There is no explicit cap on this benefit, but you agree that the nature and amount of personal usage will be generally consistent with the personal usage you have made of this benefit under the current Level 3 policy.
-
Initial Long-Term Incentive (“LTI”) grant of $10,469,000. You will be eligible to receive long-term incentive compensation under the CenturyLink LTI Program (the “LTI Program”). In connection with this offer, you will receive an initial LTI grant, in the form of restricted shares of CenturyLink common stock that will be awarded to you immediately following the Closing Date. That grant will have a grant date value determined using the same methodology as is applicable to grants to other senior executives of CenturyLink (“Grant Date Value”) of $10,469,000. It will consist of 60% performance-based restricted shares and 40% time-based restricted shares. The performance-based restricted shares will vest in one installment on the Measurement Date (as defined below), subject to continued employment through the fifteen-month anniversary of the Closing Date (except as provided