liquidity. It includes the results of Teekay’s publicly listed
subsidiaries (Teekay LNG Partners L.P. and Teekay Tankers Ltd.).
Team performance measures the achievement of operational, strategic
and safety goals within each of the executives’ teams along with
Teekay Group shared goals in digital transformation and leadership.
Performance targets for corporate and team performance are based on
forecasts and are set annually and approved by the Compensation and
Human Resources Committee.
Long-term Incentive. Teekay’s long term
incentive program for executive officers consists of equity
compensation awards granted under our 2013 Equity Incentive Plan.
For 2019, Teekay’s executive officers received awards of Stock
Options and RSUs. Stock Options vest over a three-year annual
vesting period and have a ten-year term. RSUs vest and become
payable annually over a three-year vesting period. For each RSU
that vests, the executive officer is entitled to receive reinvested
dividends from the date of the grant to the vesting of the RSU,
paid in the form of shares.
Teekay’s executive officers who provide services to Teekay’s
publicly listed subsidiaries (Teekay LNG Partners L.P. and Teekay
Tankers Ltd.) received a portion of their annual equity
compensation award under the equity compensation plan of the
applicable subsidiary (the Teekay Tankers Ltd 2007 Long-Term
Incentive Plan or the Teekay LNG Partners L.P. 2005 Long-Term
Incentive Plan), depending on their level of contribution to the
applicable subsidiary. These awards took the form of RSUs and stock
options for Teekay Tankers Ltd. and RSUs for Teekay LNG Partners
L.P. The stock options vest over a three-year annual vesting period
and have a ten-year term.
The RSUs vest and become payable with respect to one-third of the shares on each of the
first three anniversaries of the grant date and accrue dividends or
distributions, as applicable, from the date of the grant to the
date of vesting that are payable in additional shares or units, as
applicable. For each RSU that vests the executive officer is
entitled to receive one share or unit, as applicable, of the
relevant class of common stock or common unit, as applicable, of
the applicable subsidiary, plus any reinvested dividends or
distributions from the date of the grant to the date of
Pension. Teekay offers a defined contribution
pension plan to its executives. This benefit is included in the
comparator group study that is targeted to the median. Teekay
believes that a pension plan is a standard component of total
compensation in order to reward executives competitively and
provide for part of the employees’ retirement.
Perquisites. Teekay offers a nominal allowance
account to its executives for specific items. Teekay believes that
this benefit is part of the total compensation of executives and is
needed in order to compensate competitively. The perquisites
allowance is set at a flat amount (disclosed in aggregate in the
compensation table) and can be used for financial counseling,
health and fitness, medical costs, and certain other expenses
incurred by the executive.
Benefits. Other miscellaneous benefits are
offered to Teekay’s executives for ease of conducting their work
and for market competitiveness. An example of these benefits is a
Executive Share Ownership Guidelines
In 2005, Teekay implemented share ownership guidelines for its
executives. The guidelines require common share holdings with an
aggregate value of three times base salary for the Chief Executive
Officer, and two times base salary for Presidents and Executive
Vice Presidents. The guidelines were to be achieved by March 2010
or, for executives newly promoted or subsequently joining Teekay,
within five years after the guidelines become applicable to them.
In 2013 the requirement for the Chief Executive Officer was
increased to four times base salary. All Executives are in
compliance with these guidelines.
The Compensation and Human Resources Committee has reviewed and
discussed the Compensation Discussion and Analysis with management
and, based on the review and discussion, it has recommended to the
Board that the Compensation Discussion and Analysis be included in
this proxy statement.
Heidi Locke Simon, Chair
Rudolph W. J. Krediet