2018 Guide to Effective Proxies
2.17.6 CEO to median employee pay ratio | 407 6 TH EDITION | GUIDE TO EFFECTIVE PROXIES Potential Payments Upon Termination or a Change in Control (continued) The following table sets forth each named executive’s monthly pension benefit under the Teledyne Pension Plan and the Teledyne Pension equalization/benefit restoration Plan assuming a change of control had taken place at the end of 2017 and assuming each named executive had elected payment in the form of a single life annuity. The table shows the monthly payment the named executive would receive without a change in control and the additional amounts, if any, that result from a change in control. Since they were hired after January 1, 2004, Ms. Main and Mr. Reslewic do not participate in Teledyne’s pension plan. Teledyne Pension Plan Benefit as of 12/31/17 Additional Amounts Resulting from Change in Control Benefit Restoration/ Pension Equalization Plan Benefit as of 12/31/17 Additional Amounts Resulting from Change in Control Total Monthly Payment following a Change in Control as of 12/31/17 Robert Mehrabian (1) $7,746 — $71,767 — $79,513 Aldo Pichelli $8,812 — $17,574 — $26,386 Melanie Cibik $4,705 $1,231 $ 5,033 $1,318 $12,287 (1) In addition, the annual pension benefit payable to Dr. Mehrabian under the supplemental pension arrangement contained in his employment agreement following termination from employment at December 31, 2017 (for reason other than for cause) would be $40,613 for 10 years, payable monthly. 2017 Median Employee to CEO Pay Ratio Under rules adopted pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act, we are required to calculate and disclose the ratio of the total annual compensation of the median employee as compared to the total annual compensation of our Chief Executive Officer. We identified the median compensated employee using our employee population on December 31, 2017. In determining the median compensated employee, we used annual base pay, actual bonus paid and overtime pay for the fiscal year ended December 31, 2017. We also annualized the compensation for permanent employees who were employed for less than the full fiscal year. As permitted by SEC rules, in determining the median compensated employee, we excluded individuals who became our employees as a result of our acquisition of e2v technologies plc and Scientific Systems Inc. in 2017. Together, this resulted in the exclusion of 1,630 employees. Also as permitted by SEC rules, we excluded 342 employees in 22 countries (representing less than 5% of our workforce). We excluded the following number of employees from the following countries in the identification of the median compensated employee: China 73 Germany 52 Belgium 43 Japan 36 Iceland 22 France 21 South Korea 17 Brazil 15 Italy 12 Switzerland 11 India 7 Australia 6 Malaysia 5 Taiwan 5 Singapore 4 Thailand 3 Dubai 3 Mexico 2 U.A.E. 2 Ireland 1 Norway 1 Hong Kong 1 Our median compensated employee’s total annual compensation as calculated using the methodology governing the Summary Compensation Table was $62,535. The total annual compensation of our Chief Executive Officer as reported in the Summary Compensation Table was $8,208,032. Therefore, the ratio of our median employee’s pay to that of our Chief Executive Officer is estimated to be 1:131. SEC rules for identifying the median compensated employee permit companies to adopt a variety of methodologies, to apply certain exclusions, and to make reasonable estimates and assumptions that reflect their employee populations and compensation practices. Consequently, the pay ratio reported by other companies may not be comparable to the pay ratio for Teledyne. TELEDYNE TECHNOLOGIES INCORPORATED | 2018 Proxy Statement 51 TELEDYNE TECHNOLOGIES INCORPORATED
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