2018 Guide to Effective Proxies

6 TH EDITION | GUIDE TO EFFECTIVE PROXIES 286 COMPENSATION DISCUSSION AND ANALYSIS Introduction Fiscal 2017 was a transformational year in our company’s history. Our combination with Level 3 (the “Level 3 Combination”) was completed on November 1, 2017 (the “Closing” or “Closing Date”), creating the second largest domestic communications provider serving global enterprise customers, with enhanced capabilities to meet the demands of our customers in an increasingly competitive environment. Below are highlights of the combined company’s profile: * Excluding revenue related to our divested colocation business and including estimated intercompany eliminations and purchase accounting adjustments. Given the dramatic increase in the Company’s scale and geographic footprint and the significant changes to corporate strategy resulting from the Level 3 Combination, our Board and its Human Resources and Compensation Committee (the “Committee”) spent considerable time and effort recalibrating our existing executive compensation program to support the challenges and opportunities inherent in combining the two companies. As described in greater detail below, during the one-year period between the merger announcement in October 2016 and the Closing, the Committee focused on designing an executive compensation program to retain, incentivize and appropriately reward the Company’s senior leadership team throughout the duration of the transaction, from the critical period between announcement and Closing and through post-Closing 38 Approx.450,000RouteMilesofFiberGloballyApprox.360,000InternationalTransportMilesInternationalTransportRouteMilesareacombinationofleasedandowned,fiberandopticaltransportconnectivity.100,000+On-Netbuildings52,500EmployeesGloballyMoreThan60+CountriesandCountingProformaRevenueApprox.$24B(EstimatedtrailingtwelvemonthsendingDecember31,2017)* Total of 02 pages in section CENTURYLINK, INC.