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Proxy Mentions and Court Opinions

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Court Opinions

United States Tax Court: Eric G. Suder, Et Al., v. Commissioner of Internal Revenue (10/01/2014)
…Dr. Hafiz compared Mr. Suder to CEOs of companies with revenues in the $40 million range and an SIC Code of 3661, Telephone and Telegraph Apparatus Industry, in the Economic Research Institute (ERI) database... Mr. Longnecker compared Mr. Suder with CEOs in six different databases: (1) the ERI database of companies with an SIC code of 3660, Hi-Tech & Communications Equipment, in the United States; (2) the ERI database of companies with an SIC code of 3660 in Dallas, Texas…
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United States Tax Court: Aries Communications Inc. & Subs., v. Commissioner of Internal Revenue (04/10/2013)
...considered executive officer compensation and broadcaster gross income and profitability information from the National Association of Broadcasters (NAB) for the position of general manager and information from the Economic Research Institute...
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Arris Group, Inc (04/30/13) - Key Considerations
The Compensation Committee is in the process of considering whether further adjustments for 2013 are warranted in light of the completion of the acquisition and the substantial changes to the responsibilities of the NEOs. Survey data as reviewed by our third party consultants from various sources also were utilized, including the following:
  • Economic Research Institute, 2013 Executive Compensation Assessor Radford 2012 Technology Survey
  • Towers Watson 2012/2013 Top Management Compensation Compensation Calculator
  • Mercer, Inc 2013 US General Benchmark Survey
  • Kenexa 2013 CompAnalyst
  • World at Work 2012/2013 Total Salary Increase Budget Survey

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Bonanza Creek Energy, Inc. (04/30/13) - Competitive Benchmarking and Peer Group
The Compensation Consultant compiled compensation data for the peer group from a variety of sources, including proxy statements and other publicly filed documents and also compiled published survey compensation data from multiple sources, including the Economic Research Institute, Mercer and Towers Watson. This compensation data was then used to compare the compensation of our named executive officers to our peer group where the peer group had individuals serving in similar positions and to the market.
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Salisbury Bancorp, Inc. (04/30/13) - Role of Compensation
Arthur Warren Associates also assisted the Committee in the review of equity incentive plan design trends, particularly among Salisbury’s peer group, as determined through industry surveys and published proxy statements. The Compensation Committee also relied on other survey sources including Pearl Meyer & Partners 2012 New York Bankers Association Banking Compensation Survey, Pearl Meyers & Partners 2012 Northeast Bankers Survey, and ERI Economic Research Institute Survey.
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inTEST Corporation (04/30/13) - Compensation Procedures
Management periodically obtains survey data of comparably situated companies from Economic Research Institute ("ERI") to guide it in its recommendations of compensation increases. The specific parameters defined for ERI are job description, company revenue size, company SIC code and geographic location. Based upon these inputs, ERI supplies base salaries, incentive and total compensation information for comparable job descriptions. Where comparable job descriptions do not exist, further analysis is necessary to determine appropriate comparable compensation parameters. Thus, because it is our current practice to have both an Executive Chairman and a President and Chief Executive Officer, the starting point for our consideration of the compensation for these two positions is determined by combining the ERI data for the position of "Outside Chairman" and the position of "President and Chief Executive Officer" and adjusting for the additional activities and responsibilities of our Executive Chairman.
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BSB Bancorp, Inc. (04/25/13) - Use of Consultants
The Compensation Committee also used the consultant’s assistance in setting parameters for awards consistent with peer group awards in BSB Bancorp, Inc.’s competitive market place. The Compensation Committee also relied on other survey sources including Pearl Meyer & Partners 2012 Massachusetts Bankers Association Banking Compensation Survey, Pearl Meyer & Partners 2012 Northeast Bankers Survey, and ERI Economic Research Institute Survey.
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Asta Funding, Inc. (04/19/13) - Compensation Discussion & Analysis
Data for the salary surveys were selected based upon one or more of the following criteria: (i) industry group; (ii) geographic location; and (iii) company revenue. In addition, Adams conducted a competitive market analysis of comparable positions by utilizing surveys from Watson Wyatt, Economic Research Institute, CompData, the National Executive Compensation Survey and Salary.com.
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Greatbatch, Inc. (04/18/13) - Competitive Market Review
The 2009 market study, which provided base salary, total cash compensation and total direct compensation analysis, utilized proxy data of our peer group from 2006 to 2008 and survey data from the following sources:
  • Executive Compensation Assessor, Economic Research Institute, 2009
  • U.S. Executive Survey Report, Mercer HR Consulting, 2008
  • Top Management Compensation, Watson Wyatt Data Services, 2008-2009

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SBT Bancorp, Inc. (04/15/13) - Executive Compensation
The Compensation and Human Resources Committee instructed Arthur Warren Associates to benchmark the Bank's compensation programs against its peers to ensure that such programs are consistent with prevailing practices in its industry. The peer group consisted of three market surveys (Connecticut Bankers Association, Economic Research Institute and Pearl Meyer & Partners) as well as 10 publicly traded banks within the region having assets ranging between $134 million and $559 million. Based on the analysis prepared by Arthur Warren Associates, the Compensation and Human Resources Committee determined that the Bank's compensation programs and levels were generally lower than the compensation programs and levels maintained by the Bank's peers.
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BBCN Bancorp, Inc. (04/12/13) - The Peer Group
EW also analyzed survey data from the 1) 2010 / 2011 Financial Institutions Benchmark Compensation Report (asset size between $2 billion and $9.9 billion), the 2) State of California Department of Financial Institutions' 33rd Annual Executive Officer and Director Compensation Survey, effective June 1, 2010 (asset size over $1 billion), the 3) Executive Assessor developed by the Economic Research Institute, as of April 2011 (financial institutions in California between $3 billion and $5 billion) and 4) the 2010 California Bankers Association Compensation & Benefits Survey (asset size between $1 billion and $20 billion).
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Cinemark Holdings, Inc. (04/11/13) - Competitive Positioning
L&A compiled compensation data for the peer group from a variety of sources, including proxy statements and other publicly filed documents. L&A also provided published survey compensation data from multiple sources, including the following surveys:
  • Economic Research Institute, Mercer Inc., Kenexa, and Towers Watson.

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Mac Gray Corp (Pre 14A Filing) (04/08/13) - Setting Executive Officer Total Compensation
In this regard, the Compensation Committee, with the assistance of CFS, developed an external market model of similarly situated companies from which to develop its executive total compensation comparisons for benchmark executive positions. Market executive total compensation results were also drawn from two nationally recognized executive compensation surveys: Economic Research Institute ("ERI") and Towers Watson's survey of Executive Total Compensation.
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GSE Holding, Inc. (04/05/13) - Determining Executive Compensation
In addition to publicly available proxy statement information for the comparator group companies, Longnecker procured market compensation data from published survey sources utilizing companies that operate in the plastic and rubber manufacturing industry based upon GSE’s size. Those published survey sources included (i) Economic Research Institute, 2012 ERI Executive Compensation Assessor
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Heckmann Corporation (04/05/13) - Role of Management and the Compensation Consultant
In 2012, overall compensation package assessments were conducted with regard to the named executive officers, and decisions were guided, in part by the Economic Research Institute
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Rush Enterprises Inc. (04/04/13) - Peer Analysis
In addition to the 2013 custom peer group, Longnecker derived the 2013 competitive pay information, in part, from published survey data from the following sources:
  • Economic Research Institute, 2013 ERI Executive Compensation Assessor;
  • Towers Watson, 2012/2013 Top Management Compensation;
  • Mercer, Inc. 2012 US General Benchmark Survey;
  • Kenexa, 2012 CompAnalyst; and
  • WorldatWork, 2012/2013 Total Salary Increase Budget Survey.

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NN, Inc. (04/03/13) - Compensation Discussion and Analysis
The Compensation Committee relies on the Corporate Human Resources Manager and external research to identify the individual companies which make up this group. In identifying the peer group of surveyed companies, the Corporate Human Resource Manager utilizes the Economic Research Institute, an industry and region specific compensation database, to assemble market data on publicly traded companies having similar industrial characteristics and revenues to that of the Company.
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Key Energy Services, Inc. (04/03/13) - The Role of Compensation Consultants
Longnecker also reviewed survey data as a reference point to compare the compensation of our executives to those of a broad range of companies. The following published surveys utilized by Longnecker were:
  • Economic Research Institute, 2012 ERI Executive Compensation Assessor;
  • Mercer, Inc. 2012 US General Benchmark Survey;
  • Mercer, Inc. 2012 Energy Benchmark Survey;
  • Towers Watson, 2012/2013 Top Management Compensation;
  • Kenexa, 2012 CompAnalyst;
  • Longnecker & Associates, 2011 Long-Term Incentive Survey; and
  • WorldatWork, 2012/2013 Total Salary Increase Budget Survey.

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Comstock Resources, Inc. (04/03/13) - Determining Market Compensation
L&A also provided to the committee published survey compensation data from multiple sources, which makes up 50% of the market weight. L&A utilized the following surveys: Economic Research Institute, Mercer, Inc. and Towers Watson. For each survey, L&A adjusted the data to appropriately reflect companies similar in size to us.
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United Security Bancshares, Inc. (04/03/13) - Compensation Discussion and Analysis
A number of published compensation surveys and databases dedicated to the community banking industry were utilized in the analysis, including those published by the American Bankers Association, CompData, Crowe Horwath, the Delves Group, Economic Research Institute and Kenexa. Compensation data from these surveys focused on comparably-sized community financial institutions based on total assets.
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Bridge Bancorp, Inc. (04/02/13) - Setting Executive Compensation
Market compensation data from the Compensation Peer Group, McLagan’s database, and other surveys were aged by an annualized factor of 3.0% to adjust for the historical nature of the data. In addition, data from McLagan’s database and other surveys were adjusted utilizing data from the Economic Research Institute to reflect the cost of wages in the Company’s local market.
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Columbia Banking System, Inc. (04/01/13) - The Role of Benchmarking
Milliman relied on the following published compensation surveys for competitive market data: 2011 American Banking Association Executive Compensation Survey, 2011 Mercer Executive Compensation Benchmark Data Survey, 2011 Economic Research Institute Top Management Compensation Report, 2011 Towers Watson Long-term Incentive Study, 2011 Towers Watson Top Management Compensation Report, and the 2011 Milliman Northwest Financial Industry Salary Survey.
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Potlatch Corporation (04/01/13) - Competitive Market Assessments
Every two years Deloitte provides the Committee with a market assessment that utilizes blended market data from the most relevant compensation surveys available, including the Forest Products Industry Compensation Association Survey for industry-specific market data, and surveys from Mercer, Economic Research Institute and Towers Watson for general industry market data representing similarly-sized companies.
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CONSOL Energy Inc. (03/29/13) - CONSOL Percentile Rankings Within the Above-Referenced Peer Group
In connection with the preparation of the 2012 compensation program, the compensation consultant benchmarked the proposed compensation packages for the named executives against (i) proxy data available for the peer group, and (ii) published survey data (including the 2011 Mercer US Executive Benchmark Database, the TowersWatson 2010/2011 Top Management Calculator, and the 2011 Economic Research Institute Executive Compensation Assessor).
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Euramax Holdings, Inc.(10-K Filing) (03/29/13) - Setting Executive Compensation
The CEO's recommendations regarding the 2012 compensation of the other NEOs was also based, in part, on the reports produced by Pearl Meyers & Partners and the Hay Group. In 2012, management utilized the Economic Research Institute (ERI) to benchmark the NEOs salary and total cash compensation and to update the market analysis previously provided by Pearl Meyers & Partners and the Hay Group.
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CVB Financial Corporation(10-K Filing) (03/28/13) - Role of the Compensation Consultant
EW Partners developed its analysis utilizing published compensation surveys and proxy statement data, where applicable, for the position being evaluated, including the 2012 California Bankers Association Compensation and Benefits Survey, the 2011 State of California Department of Financial Institutions Annual Executive Officer and Director Compensation Survey, the 2011 Financial Institutions Benchmark Compensation Report produced by Watson Wyatt, and the 2012 Executive Compensation Assessor developed by the Economic Research Institute
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Connecticut Water Service, Inc. (03/28/13) - Published Surveys
The Committee reviewed the following surveys in conjunction with the November 2011 Executive Compensation Review, implemented in 2012:
  • Benchmark Database Executive Survey Report, Mercer (2011)
  • CompAnalyst; Salary.com/Kenexa (2011)
  • Executive Assessor; Economic Research Institute (ERI) (2011)
  • National Executive & Senior Management Compensation Survey; Confidential Data Sources (2011)
  • Salary Budget Survey; World@Work (2011-2012)
  • Survey Report on Top Management Compensation; Towers Watson (2010-2011)

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Lufkin Industries, Inc. (03/27/13) - Benchmarking and Peer Group Comparison
L&A compiled compensation data for the peer group from a variety of sources, including proxy statements and other publicly filed documents. The consultant also provided published survey compensation data from multiple sources, including the following surveys: Economic Research Institute, Mercer, Inc., Kenexa and Towers Watson. For each survey, L&A adjusted the data to appropriately reflect companies of a similar size to the Company.
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Heckmann Corporation (Pre 14A Filing) (03/26/13) - Role of the Management and the Compensation Consultant
In 2012, overall compensation package assessments were conducted with regard to the named executive officers, and decisions were guided, in part, by review of the peer group data from Linden Place Financial and in part by reference to industry survey data provided for the Oil and Gas Field Services industry, Nationwide by the Economic Research Institute and additional survey data for validation purposes from Mercer, LLC in 2011 (the peer group and industry survey data collectively referred to herein as the “market data”).
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Westmoreland Coal Company (03/26/13) - Peer Comparisons and Survey Data
In 2012, we used Economic Research Institute and CompAnalyst market data as additional comparison points. Total market data was compared with individual pay for each position, and “compra-ratios” were determined.
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Federal Home Loan Bank of Dallas (10-K Filing) (03/25/13) - Compensation Philosophy and Objectives
For 2012, the Committee and Board of Directors defined the competitive market for our executives (other than Mr. Smith) as the other 11 Federal Home Loan Banks (each individually a “FHLBank” and collectively with us, the “FHLBanks” and, together with the Office of Finance, a joint office of the FHLBanks, the “FHLBank System”) and non-depository financial services institutions with approximately $20 billion in assets as represented by broadbased survey data provided by the Economic Research Institute ("ERI").
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Overstock.com, Inc. (03/20/13) - Compensation Objectives
In early 2012 the Compensation Committee reviewed cash compensation data from the Economic Research Institute database and from Strategic Compensation Planning, Inc., a compensation consultant, and cash compensation practices at each of Energy Solutions, Headwaters, Inc., NuSkin Enterprises and USANA Health Sciences, each of which is a publicly-traded company based in Utah with revenues ranging from approximately $500 million to $1.8 billion (the "Utah Companies").
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Core Laboratories N.V. (Pre 14A Filing) (03/08/13) - Benchmarking
For 2011 and 2012, the Compensation Committee reviewed and considered Frost's 2010 Oilfield Manufacturing and Services Executive Compensation Survey, Economic Research Institute's 2010 Executive Compensation Assessor, Towers Watson's 2010 Top Management Compensation Report and William M. Mercer's 2010 Energy Compensation Report. For 2013, the Compensation Committee reviewed and considered Frost's evaluation and analysis of the following sources: Mercer Energy Sector Survey Report 2012, Towers Watson Top Management Compensation Survey 2012, and Frost HR Consulting Oilfield Manufacturing and Services Industry Executive Compensation Survey 2012.
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