QEP Resources, Inc.

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SEC Filings

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

Compensation Component
Death or
Disability
Retirement
 
Qualifying Termination Within 3 Years After a Change in Control1
Mr. Torgerson
Cash Severance


 
$2,161,732
Annual
Incentive
$489,250
N/A

3 
$489,250
Equity Awards
$915,179

 
$915,179
PSUs
$1,074,083
N/A

3 
$1,771,095
Welfare &
Retirement
Benefits2


 
$59,573
Total
$2,478,512
N/A

3 
$5,396,829
 
 
 
 
 
Mr. Woosley
Cash Severance


 
$1,378,108
Annual
Incentive
$287,250
N/A

3 
$287,250
Equity Awards
$578,306

 
$578,306
PSUs
$363,799
N/A

3 
$616,230
Welfare &
Retirement
Benefits2


 
$59,335
Total
$1,229,355
N/A

3 
$2,919,229
 
 
 
 
 
Ms. Fiala
Cash Severance


 
$965,200
Annual
Incentive
$172,800
N/A

3 
$172,800
Equity Awards
$281,061

 
$281,061
PSUs
$188,042
N/A

3 
$313,339
Welfare &
Retirement
Benefits2


 
$36,025
Total
$641,903
N/A

3 
$1,768,425
 
1.
A "Qualifying Termination" refers to a termination of the executive's employment by QEP without cause or by the executive for good reason under the CIC Plan.
2.
Upon any triggering event, Mr. Stanley and Mr. Doleshek are eligible for benefits under the Pension Plan and the SERP, and each of the NEOs is eligible for benefits under the Deferred Compensation Wrap Plan. Please see "2017 Pension Benefits Table" and the "2017 Nonqualified Deferred Compensation Wrap Plan" for an estimated value of such benefits.
3.
Mr. Doleshek, Mr. Torgerson, Mr. Woosley and Ms. Fiala are not yet eligible for retirement. Employees must be at least 55 years of age and have 10 years of service to be eligible for retirement.

In conjunction with Mr. Thompson's departure on September 15, 2017, the Board approved compensation to Mr. Thompson as follows: 1) cash severance of $387,900; 2) modified vesting of long-term incentive awards resulting in pro-rata accelerated vesting of 16,860 shares of restricted stock and options to purchase 15,861 shares of stock, and 19,441 performance share units remaining outstanding and potentially vesting at the end of the respective performance periods based on Company performance (to be paid in February 2018, February 2019 and February 2020); and 3) insurance and other benefits for 12 months.

Looking Ahead to 2018:
In February 2018 our Board approved an executive retention and severance compensation program in conjunction with its strategic decision to transition our Company to a a pure-play Permian Basin company.
Pursuant to this program, each of the Company's named executive officers (other than Mr. Stanley and Mr. Doleshek) have entered into an Executive Retention Bonus letter agreement (the Retention Letters) and an Executive Severance Compensation Program letter agreement (the Severance Letters).

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