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SEC Filings

DEF 14A
BRISTOW GROUP INC filed this Form DEF 14A on 06/21/2018
Entire Document
 

We believe the Pay Ratio Disclosure presented above is a reasonable estimate. Because the SEC rules for identifying the median employee and calculating the pay ratio allow companies to use different methodologies, exclusions, exemptions, estimates and assumptions, the Pay Ratio Disclosure may not be comparable to the pay ratio disclosure reported by other companies.
Director Compensation
The following table sets forth information concerning the compensation for fiscal year 2018 of each of our directors other than Mr. Baliff, who is a NEO:
Director Compensation - Fiscal Year 2018
Name
Fees Earned
or Paid in Cash ($)

Stock
Awards ($) (1)

All Other
Compensation ($) (2)
Total ($)

Thomas N. Amonett

$149,250


$81,250


$230,500

Gaurdie E. Banister, Jr.(3)

$40,500


$—


$40,500

Lori A. Gobillot

$129,250


$81,250

$2,500

$213,000

Ian A. Godden

$95,500


$125,000


$220,500

David Gompert(4)

$122,500


$81,250


$203,750

A. William Higgins

$63,000


$125,000


$188,000

Stephen A. King(5)

$105,500


$125,000


$230,500

Thomas C. Knudson

$237,500


$125,000

$2,500

$365,000

Mathew Masters(5)

$85,500


$125,000


$210,500

Biggs C. Porter

$85,500


$125,000


$210,500

Bruce H. Stover(4)

$129,167


$81,250


$210,417

    
(1) 
The amounts in this column represent the fair value of restricted stock unit awards computed in accordance with FASB ASC Topic 718. For additional information, see Note 9 to our consolidated financial statements in our Annual Report on Form 10-K for fiscal year 2018. Each non-employee director is provided the opportunity each year to receive a restricted stock award equal in value to $125,000 at the time of grant and is required to make a binding election at such time to either (i) receive 35% of his or her award in the form of restricted cash ($43,750) and the remaining 65% of such award ($81,250) in the form of restricted stock units or (ii) receive 100% of his or her award ($125,000) in the form of restricted stock units. Each such restricted cash and restricted stock unit award vests six months from the date of grant. For fiscal year 2018, each of Ms. Gobillot and Messrs. Amonett, Gompert and Stover elected to receive 35% of the award ($43,750) in restricted cash and 65% of the award ($81,250) in restricted stock units whereas each of Messrs. Godden, Higgins, King, Knudson, Masters and Porter elected to receive 100% of the award ($125,000) in restricted stock units.
(2) 
Our directors are eligible to participate in the Bristow Uplift Matching Gifts Program under which the Company will match up to $2,500 (or the non-U.S. currency equivalent) of contributions to non-profit organizations by each director per fiscal year. Each of Mr. Knudson and Ms. Gobillot directed matching gifts of $2,500 to non-profit organizations during fiscal year 2018.
(3) 
Mr. Banister was appointed to our Board on October 1, 2017 and has only received fees in fiscal year 2018 for his months of service since that date. He did not receive a sign-on stock award, but he will be eligible to receive the scheduled director stock award in August 2019.
(4) 
Each of Messrs. Gompert and Stover elected not to stand for reelection to our Board and officially departed our Board on March 1, 2018.
(5) 
Pursuant to agreements with Caledonia Investments plc, as employer, Messrs. King and Masters assign any compensation received from the Company, including restricted stock units awarded under the Company’s stock plans, to Caledonia. Messrs. King and Masters disclaim beneficial ownership of any such units or resulting shares.

 
BRISTOW GROUP INC.2018 Proxy Statement – 54