Corporate Governance

Highlights

  • All Board members are elected annually by shareholders.
  • Seven of the nine (78%) Board members are independent outsiders.
  • The positions of chairman and CEO are separated.
  • All stock-based incentive plans have been approved by shareholders.
  • The Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee are all comprised entirely of independent directors.
  • The Audit Committee meets with auditors at least quarterly.
  • The average shares granted per year to employees and directors in the past three years as a percentage of basic shares outstanding is less than 1%.

Standing Committees—Board of Directors

Outside Directors Audit Compensation Nominating and Corporate Governance
D. Pike Aloian M   M
H.C. Bailey, Jr.   M  
H. Eric Bolton, Jr. M    
Hayden C. Eaves III   C M
Frederic Gould   M  
David M. Osnos C    
Mary E. McCormick M   C
C - Chair  M - Member

Committee Charters:

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