Windstream CEO Jeff Gardner's Compensation Falls in 2012

Windstream Corp. of Little Rock reported Tuesday that CEO Jeff Gardner's 2012 total compensation fell to $7.99 million, down from $9.78 million in 2011 and closer to his compensation from two years ago.

Gardner's base salary increased in 2012 to $998,615. It was $991,000 in 2011 and 2010. His stock awards fell from $6.53 million to $5.19 million.

Gardner's compensation, along with that of other Windstream executives, was reported Thursday in the company's annual proxy filing with the U.S. Securities & Exchange Commission.

Other Windstream executives saw increases in both salaries and stock awards.

  • Tony Thomas, CFO: $1.94 million, up from $1.75 million in 2011.
  • Brent Whittington, COO: $2.57 million, up from $2.47 million in 2011.
  • John Fletcher, EVP, general counsel and secretary: $1.95 million, up from $1.87 million.
  • Cynthia Nash, CIO: $1.11 million, up from $1.06 million.

Windstream has scheduled its annual meeting to take place at 11 a.m. May 8 at the Capital Hotel in Little Rock.

At the meeting, Windstream will elect nine directors of its board and vote on a resolution on executive compensation, the appointment of PricewaterhouseCoopers LLC as its registered public accountant for 2013 and three shareholder proposals.

One proposal would ban accelerating vesting of stock. Another would require Windstream to report semiannually on its contributions and expenditures to political campaigns. A third would eliminate company voting requirements and bylaws that require a greater than simple majority vote, replacing them with ones requiring only a simple majority.

Windstream is recommending voting against all three proposals.

In the proxy, Gardner reasserted the company's three priorities for 2013: Growing the company's business services, including building more data centers; completing capital investment projects; and directing excess free cash flow to repaying debt.