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ARCH COAL INC filed this Form DEF 14A on 03/18/2019
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makes recommendations on their base salary, annual cash incentive and long-term incentive opportunities. The Company's human resources department provides support for this process.

    Compensation Peer Group

        In July 2018, the Committee, in consultation with LB, conducted a review of potential peer group companies based primarily upon criteria including size (both in terms of revenues, market capitalization and EBITDA), business alignment, industry relevance and competition for executive talent. The Committee determined that updates to our prior peer group, which was established in October 2016 upon our emergence from bankruptcy, were appropriate and timely. This updated peer group (listed below) has median revenues of approximately $2.3 billion (with a range of $860 million to $6.0 billion) and median market capitalization of approximately $2.6 billion (with a range of $279 million to $17.0 billion). The Committee recognizes that the companies in this group generally are larger than the Company under the market capitalization measure; nevertheless, the Committee views this peer group as appropriate in light of the importance it ascribes to providing competitive compensation opportunities that are sufficient to attract and retain the talented executives needed to lead the Company.

AK Steel Holding Company


Martin Marietta Materials,  Inc.

Alliance Resource Partners,  L.P.


Noble Energy,  Inc.

Cleveland-Cliffs,  Inc.


Peabody Energy Corporation

Cloud Peak Energy,  Inc.


Southwestern Energy Corp.

Commercial Metals Company


SunCoke Energy,  Inc.

Compass Minerals International, Inc.


Vulcan Materials Company

CONSOL Energy Inc.


Warrior Met Coal,  Inc.

Denbury Resources Inc.


Worthington Industries,  Inc.

Diamondback Energy,  Inc.


        When evaluating benchmark data for these peer companies, the median market data is applied to each individual pay component in addition to a total compensation analysis. General industry compensation data is also reviewed by the Committee to provide an additional reference point. This data is based on a broad spectrum of public companies (excluding financial services and retail companies) that had median revenues similar to the Company.

        The Committee assesses the appropriateness of the peer groups used to benchmark our compensation programs on an annual basis and adds or subtracts members of the peer groups as appropriate.

    Evaluation of Stockholder "Say-on-Pay" Vote Results

        This year we are again providing stockholders with the right to cast a non-binding advisory vote to approve the compensation of our NEOs (see "Proposal No. 2 — Advisory Vote to Approve Named Executive Officer Compensation"). Approximately 80% of the votes cast at our 2018 annual meeting of stockholders voted to approve our executive compensation programs and policies. Although we view this as an endorsement of our executive compensation program, during 2018 we engaged in additional stockholder outreach efforts as discussed in the "Stockholder Engagement Program" section below. The Committee takes stockholder feedback, as well as the results of the "say-on-pay" vote, into account when establishing or modifying our compensation programs.


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