Proxy-12-28-2020 - Report - Page 9
SECURITY OWNERSHIP – DIRECTORS AND OFFICERS
The beneficial ownership of each director, each named executive officer (“NEO”), and for “all directors and officers as a group”
as of December 14, 2020 is provided in the following table. Unless otherwise indicated, the persons named have sole voting and
investment power with respect to the securities beneficially owned. Beneficial ownership includes securities which could be acquired
pursuant to currently exercisable stock appreciation rights (“SARs”), or SARs that become exercisable within 60 days of
December 14, 2020.
Name of Beneficial Owner
Shares
Class A
Common Stock
Class B
Common Stock (1)
Amount and Nature
of Beneficial Ownership
Amount and Nature
of Beneficial Ownership
Shares Subject
to Options/
SARs
Exercisable
within
60 days (2)(3)
Total
Shares
Percent
Of
Class
Shares
Shares Subject
to Options/
SARs
Exercisable
within
60 days (2)(3)
Total
Shares
Percent
Of
Class
Directors
Janet M. Coletti (nominee)
(4)
Donald R. Fishback (nominee)
—
—
—
*
2,148
—
2,148
*
22,355
24,375
46,730
*
7,808
2,976
10,784
*
—
1,386
1,386
*
5,234
517
5,751
*
1,568
2,096
3,664
*
5,234
517
5,751
*
25,906
2,096
28,002
*
5,234
517
5,751
*
William G. Gisel, Jr. (nominee)
Peter J. Gundermann
Kraig H. Kayser
R. Bradley Lawrence
1,000
—
1,000
*
6,234
517
6,751
*
Brian J. Lipke (nominee)
8,427
2,096
10,523
*
5,234
517
5,751
*
Brenda L. Reichelderfer
650
—
650
*
5,234
—
5,234
*
39,194
35,351
74,545
*
13,488
5,646
19,134
*
Jennifer Walter
738
4,771
5,509
*
3,552
605
4,157
*
Mark J. Trabert
—
—
—
*
7,544
1,597
9,141
*
2,896
3,428
6,324
*
4,999
2,976
7,975
*
5,356
109,652
16,560
97,353
21,916
207,005
*
*
6,067
91,338
2,976
23,712
9,043
115,050
*
2.8
John R. Scannell (5)
Named Executive Officers (6)
Maureen M. Athoe
Patrick J. Roche
All directors and officers as a group
(16 persons) (7)
*
Does not exceed one percent of class.
(1) Class B shares are convertible into Class A shares on a share-for-share basis.
(2) Includes shares related to SARs. The number of shares issuable upon exercise of SARs is calculated for net settlement based
upon the excess of the market price on December 14, 2020 over the exercise price of the SARs.
(3) Excludes performance-based restricted stock units (“PSUs”) held but not earned as NEOs may not direct the voting of their
PSUs. The number and terms of PSUs awarded to each NEO are provided in greater detail in the Compensation Discussion
and Analysis (“CD&A”) and 2020 Grant of Plan-Based Awards table.
(4) Denise Fishback, Mr. Fishback's spouse, is the beneficial owner of 33,629 Class A shares, which are not included in the
numbers reported.
(5) Eileen Scannell, Mr. Scannell's spouse, is the beneficial owner of 26,057 Class A shares, which are not included in the numbers
reported.
(6) Messrs. Fishback and Scannell are also Named Executive Officers. Beneficial ownership information for each appears under
the heading “Directors” above.
(7) “All directors and officers as a group” consists of the directors, the NEOs and all other executive officers as of December 14,
2020. Balances do not include shares held by spouses, or as custodian or trustee for minors, as to which beneficial interest
has been disclaimed. Certain officers and directors of the Company have entered into an agreement among themselves and
with the RSP, the Employee Retirement Plan ("ERP") and the Company, which provides that prior to selling Class B shares
obtained through exercise of a non-statutory option, the non-selling officers and directors, the RSP, the ERP and the Company
have an option to purchase the shares being sold.
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