QEP Resources, Inc.

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PRE 14A
QEP RESOURCES, INC. filed this Form PRE 14A on 03/09/2018
Entire Document
 

c.
In connection with Mr. Thompson's departure on September 15, 2017, the Compensation Committee amended the vesting of a prorated portion of the unvested PSUs and restricted stock held by Mr. Thompson as of that date, which resulted in a modification of the vesting of 19,441 PSUs and 16,860 shares of restricted stock. See Footnotes 8 and 9, below, for further details.

2.
Amounts in column (f) reflect the aggregate grant date fair value of option awards calculated in accordance with FASB ASC Topic 718 (excluding the effect of estimated forfeitures) using the Black-Scholes-Merton method. The following table includes the assumptions used to calculate the aggregate grant date fair value of option awards reported for 2017, 2016, and 2015:
Grant Date
Assumptions

Volatility
(%)
Expected Life
(Years)
Risk-Free
Interest Rate
(%)
Dividend Yielda
(%)
2/13/2017
43.8
4.5
1.8
2/16/2016
43.4
4.5
1.2
2/12/2015
36.8
4.5
1.4
0.37

a.
The Board suspended dividends in early 2016.

3.
Amounts in column (g) reflect the annual cash incentive awards under our CIP for 2017, which were determined by the Compensation Committee and paid out on March 1, 2018.
4.
Amounts in column (h) represent the increase in the estimated actuarial present value of benefits under the QEP Resources, Inc. Retirement Plan and the QEP Resources, Inc. Supplemental Executive Retirement Plan. These estimates are based on discount rate, mortality and other assumptions described in Footnote 3 to the 2017 Pension Benefit Table, which are consistent with those used in QEP's consolidated financial statements (except for pre-retirement decrements). The increase in the estimated actuarial present value for Messrs. Stanley and Doleshek reflect an increase in value due to an additional year of service, compensation increases, and changes in mortality rate and discount rate assumptions used for computing the value. Mr. Torgerson, Mr. Woosley, and Ms. Fiala are not, and Mr. Thompson was not, eligible to participate in these closed plans. Amounts in column (h) do not include any Nonqualified Deferred Compensation earnings, because such earnings, as reflected in the Nonqualified Deferred Compensation table column (d), do not consist of any above-market or preferential earnings.
5.
Items included in column (i) as All Other Compensation are detailed below.
Name
Employer Match to Savings Plans
($)
Reimbursement of Taxes for Payroll Correctiona
($)
Officer Allowanceb
($)
Severance and Other Payments on Terminationc ($)
Total
($)
Mr. Stanley
117,300

27,673

9,730

 
154,703

Mr. Doleshek
78,062

16,560

10,350

 
104,972

Mr. Torgerson
87,640

13,891

10,000

 
111,531

Mr. Woosley
55,302

8,672

9,250

 
73,224

Ms. Fiala
40,221

4,028

11,000

 
55,249

Mr. Thompson
38,377

4,017

8,800

428,668

479,862


a.
Due to a payroll coding error with respect to deferred compensation under our Deferred Compensation Plan, certain federal employment taxes were not withheld with respect to the employees' deferred compensation from 2011 through 2016. During 2017, QEP paid the employee and employer shares of such employment taxes for outstanding tax years 2013-2016, along with related interest charges and an additional amount to account for income taxes for all impacted employees resulting from the Company's payment of the employee portion of the employment taxes to the IRS and the Company's reimbursement of expenses for the preparation of amended tax returns discussed below.
b.
Amount shown includes (i) an $8,500 lump sum allowance based on current market practices to offset the cost of tax preparation, financial planning, and other expenses, which was not grossed up to account for income taxes, and (ii) reimbursement of expenses for preparation of amended tax returns for 2013-2016 related to the payroll coding error described above.
c.
Amount includes $40,768 of accrued vacation, which was payable upon Mr. Thompson's departure, and $387,900 of cash severance.

6.
As reflected in the Summary Compensation Table above, the salary received by each of our NEOs as a percentage of his or her respective total compensation during the year indicated was as follows: 
Name
Year
Percentage of Total Compensation
Mr. Stanley
2017
11.8%
2016
12.0%
2015
11.2%
Mr. Doleshek
2017
14.8%
2016
14.6%
2015
13.1%

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