Enbridge Inc 10-K/A, filed Mar 6, 2023

About this 10-K/A

Enbridge Inc (ENB)

10-K/A 2023-03-06 For: 2022-12-31

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Enbridge Inc filed this 10-K/A on March 6, 2023, covering the fiscal year ended December 31, 2022.

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Canada		98-0377957
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares	ENB	New York Stock Exchange
6.375% Fixed-to-Floating Rate Subordinated Notes Series 2018-B due 2078	ENBA	New York Stock Exchange


		Page
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance		2
Item 11.	Executive Compensation		16
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		70
Item 13.	Certain Relationships and Related Transactions, and Director Independence		73
Item 14.	Principal Accounting Fees and Services		74
	PART IV
Item 15.	Exhibits and Financial Statement Schedules		75
Item 16.	Form 10-K Summary		75
	Exhibit Index		76
	Signatures		77



Audit, Finance and Risk Committee	Sustainability Committee	Governance Committee	Human Resources and Compensation Committee	Safety and Reliability Committee

Teresa S. Madden (Chair)	Susan M. Cunningham (Chair)	Stephen S. Poloz (Chair)	Steven W. Williams (Chair)	Dan C. Tutcher (Chair)

Gaurdie E. Banister	Pamela L. Carter	Mayank M. Ashar	Mayank M. Ashar	Gaurdie E. Banister

Jason B. Few	Jason B. Few	Teresa S. Madden	Susan M. Cunningham	Jason B. Few

Stephen S. Poloz	Dan C. Tutcher	S. Jane Rowe	S. Jane Rowe	Steven W. Williams


Auditor Firm ID: PCAOB ID 271		Auditor Name: PricewaterhouseCoopers LLP		Auditor Location: Calgary, Canada


Compensation discussion and analysis
The following compensation discussion and analysis describes the 2022 compensation programs for our Named Executive Officers (“NEOs”). As of December 31, 2022, our NEOs were:
		Al Monaco¹ President & Chief Executive Officer (CEO)

		Vern D. Yu² Executive Vice President Corporate Development & Chief Financial Officer (CFO)

		Cynthia Hansen³ Executive Vice President & President, Gas Transmission & Midstream

		Colin K. Gruending Executive Vice President & President, Liquids Pipelines

		William T. Yardley⁴ Former Executive Vice President & President, Gas Transmission & Midstream

		Robert R. Rooney Executive Vice President & Chief Legal Officer (CLO)



		2022 achievements: • Achieved leading safety performance across the business • Realized strong operating performance across all businesses • Achieved excellent financial results, above midpoint of guidance range • Announced 28^th annual dividend increase • Generated 14% total shareholder return (“TSR”) • Maintained balance sheet strength and flexibility • Placed $4 billion of growth capital into service • Secured $8 billion of new organic growth • Closed preferred investment in Woodfibre LNG • Executed U.S. Gulf Coast crude oil strategy through increased interests in Gray Oak and Cactus II pipelines • Executed partnership with Athabasca Indigenous Investments (“Aii”) • Enhanced renewable growth platform through acquisition of Tri Global Energy (“TGE”) • Advanced low-carbon opportunities across the Company • Executed against ESG objectives


		Align to Enbridge’s business strategy • Our compensation programs are designed to motivate management to deliver exceptional value by focusing on safe, reliable operations while maintaining financial strength and flexibility and executing on growth opportunities consistent with our low-risk business model. • Compensation program payouts are designed to align with achievement of our strategic priorities and outcomes.
		Align to Enbridge’s values • Enbridge is committed to delivering steady, visible and predictable results, and to operating our assets in an ethical and responsible manner. • Core to our strategy is our industry-leading approach to ESG performance. Our compensation programs reward behaviours and outcomes aligned to our values, which are closely aligned to ESG goals. • We assess performance and compliance against our ESG metrics including, but not limited to, reduction of GHG emissions intensity, increase in diverse employee representation, and diversity and inclusion training.
		Attract and retain a highly effective executive team • Incenting and engaging a high performing executive team is essential for achieving our strategic goals and building a sustainable future for Enbridge. • Total direct compensation is targeted at the median of a single compensation benchmarking peer group of U.S. and Canadian companies to reflect Enbridge’s identity as a North American leader. • Compensation programs reward employees for high performance and their potential for future contributions.



				What we do

				• Use a pay-for-performance philosophy whereby the majority of compensation provided to executives is “at risk”

				• Use a blend of short-, medium- and long-term incentive awards that are linked to business plans for the respective timeframe

				• Incorporate risk management principles into all decision-making processes to help ensure compensation programs do not encourage inappropriate or excessive risk-taking by executives

				• Regularly review executive compensation programs through independent third-party experts and advisors to support regulatory compliance and ongoing alignment with shareholders

				• Use both preventative and incident-based safety, environmental and operational metrics that are directly linked to short-term incentive awards with a maximum payout of 2x target

				• Have meaningful share ownership requirements that align the interests of executives with those of Enbridge shareholders

				• Benchmark executive compensation programs against a group of similar companies (by organization size, industry and geography) in North America, to confirm that executives are compensated at competitive levels

				• Have an Incentive Compensation Clawback Policy

				• Use double-trigger change-in-control provisions within all incentive plan agreements

				• Hold an annual advisory shareholder vote on our approach to executive compensation, commonly known as “say on pay”

				• Integrate performance against our ESG goals (including safety, GHG emissions intensity reduction and increased diversity and inclusion within Enbridge’s workforce) into the short-term incentive program

				• Regularly perform quantitative modelling, and stress test performance and potential compensation scenarios to assess reasonability of executive awards also as compared to our compensation peer group

				• Regularly engage with shareholders on our executive compensation program philosophy

				What we don’t do

				• Count performance stock units or unexercised stock options toward share ownership requirements

				• Grant stock options with exercise prices below 100% fair market value or re-price out-of-the-money options

				• Use employment agreements with single-trigger voluntary termination rights in favor of executives

				• Permit hedging of Enbridge securities by directors, officers, or other employees

				• Grant loans to directors or senior executives

				• Provide stock options to non-employee directors

				• Guarantee bonuses

				• Apply tax gross-ups to awards



Nature of work	Approximate fees in 2022 ($)		Approximate fees in 2021 ($)

Executive compensation related fees¹		382,389		360,744

All other fees²		6,938,373		6,772,312

Total		7,320,762		7,133,056



Timeframe	Short-term		Medium-term		Long-term

Variability	Fixed	At-risk variable

Compensation element	Base Salary	Short-term incentive plan (“STIP”)	Performance Stock Units (“PSUs”)	Restricted Stock Units (“RSUs”)	Incentive Stock Options (“ISOs”)

Reference for more information	• Page 27	• Page 27	• Page 32	• Page 34	• Page 35

Key features	• Reviewed annually, with consideration of scope and role responsibilities, competency, and market conditions • Increases based on performance and market data	• Annual incentive reward based on performance against company, business unit, and individual targets	• Granted annually • Three-year term • Payout subject to performance hurdles and results achieved against predetermined criteria	• Granted annually • Three-year cliff vest • Share-settled	• Vest over four years and have a 10-year term • Realized value based on share price difference at grant date and at time of exercise

Objectives	• Fixed cash compensation for performing day-to-day responsibilities of the role	• Motivate delivery of results tied to executing the business strategy • Reward achievement for performance year	• Align with the interests of shareholders • Motivate strong performance relative to external peers and stock price appreciation	• Align with the interests of shareholders • Motivate longer-term value generation and stock price appreciation	• Align with the interests of shareholders • Motivate longer-term value generation and stock price appreciation


		Industry • Typically defined as low-risk regulated operations in the North American energy sector. • The peer group is limited to those in the energy and infrastructure space, rather than extending to other capital-intensive sectors, and are subject to the same external industry pressures and macroeconomic factors as Enbridge. • Aligns Enbridge to pay competitively against “best-in-class” companies whose executives are often the most knowledgeable about Enbridge’s core businesses.

		Size/complexity • Broadly defined to consider multiple dimensions, including financial (e.g., market capitalization, cash flow, capital employed) and nonfinancial measures (e.g., breadth of operations).



2022 compensation peer group

Canadian National Railway Company¹		NextEra Energy Inc.

Canadian Natural Resources Limited¹		Occidental Petroleum Corporation

Chevron Corporation		Phillips 66

Conoco Phillips		Schlumberger Limited

Dominion Energy Inc.		Suncor Energy Inc.¹

Duke Energy Corporation		The Southern Company

Energy Transfer LP		The Williams Companies Inc.

Enterprise Products Partners L.P.		TC Energy Corporation¹

Halliburton Company		Union Pacific Corporation

Kinder Morgan Inc.



Priorities		Actions

1.	Ensure safe and reliable operations and cost-efficient transportation solutions for customers	• Achieved leading performance on employee, contractor and operational safety • Executed integrity and maintenance capital programs efficiently and effectively across each business • Advanced Gas Transmission modernization program, reducing emissions and enhancing reliability

2.	Execute secured growth capital program and maximize asset returns	• Placed $4 billion of secured growth capital into service, generating cash flow at an attractive return on invested capital • Placed into service our first offshore wind farm in France, the 480 MW Saint-Nazaire project • Advanced construction of three additional French offshore wind projects • Placed into service the Phase VI expansion of Gulfstream providing additional capacity to serve the Florida market • Advanced multi-year modernization program of Gas Transmission system • Completed construction of the 230-kilovolt East-West Tie Transmission Project operating in northern Ontario • Completed 2022 Gas Utility capital program and added over 45,000 new customers • Reached successful customer rate settlement on Texas Eastern Transmission • Filed a rate rebasing application for 2024-2028 for Enbridge Gas Inc. • Increased economic interest in the Gray Oak Pipeline while reducing economic interest in DCP Midstream through joint venture transaction with Phillips 66

3.	Deliver financial results and maintain balance sheet strength	• Achieved adjusted EBITDA of $15.5 billion¹, at the top of the guidance range, and an increase over 2021 of 11% • Achieved DCF per share of $5.42¹, above the midpoint of the guidance range, and an increase over 2021 of 9% • Increased the 2023 quarterly dividend by 3.2% to $0.8875 ($3.55 annualized) per share reflecting the 28^th consecutive annual increase • Rated BBB+ (or equivalent) by all four of our credit rating agencies • Executed robust enterprise-wide financial risk management program to manage foreign exchange and interest rate movements • Sold minority interest in certain Regional Oil Sands assets to Aii, recycling capital at an attractive valuation

4.	Grow core business through disciplined investment of $5-6 billion of investment capacity	• Secured $8 billion of new organic growth, including an expansion of both the T-South (Aspen Point) and T-North (Sunrise Expansion Project) segments of our B.C. Pipeline System, and a 30% investment in Woodfibre LNG • Increased ownership interest in Cactus II Pipeline by 10% • Acquired TGE, a leading U.S. renewable power project developer

5.	Execute on ESG goals	• Issued 21^st annual Sustainability Report • Published our inaugural Indigenous Reconciliation Action Plan • Issued $900 million Sustainability-Linked Bond in Canadian debt market • Increased representation of diverse employees within our workforce • 100% employees and contractors completed Indigenous awareness training



	Base salary at December 31,

Executive	2021¹ ($)		2022¹ ($)		Change in 2022

Al Monaco		1,712,000		1,763,360		3.0%

Vern D. Yu		707,100		763,700		8.0%

Cynthia L. Hansen²		543,400		762,594		40.3%

Colin K. Gruending		679,300		733,644		8.0%

William T. Yardley³		794,544		818,380		3.0%

Robert R. Rooney		597,800		615,734		3.0%



2022 corporate STIP metric	DCF per share¹		Performance multiplier²

Threshold (guidance minimum)		$5.20		0.5x

Target (guidance midpoint)		$5.35		1.0x

Maximum (guidance maximum)		$5.50		2.0x

Actual		$5.41		1.40x



Executive		Business unit scorecard

Al Monaco¹		Composite measure

Vern D. Yu		Central Functions

Cynthia L. Hansen²		Gas Distribution and Storage (18%) / Gas Transmission and Midstream (82%)

Colin K. Gruending		Liquids Pipelines

William T. Yardley		Gas Transmission and Midstream

Robert R. Rooney		Central Functions



Key performance indicator		Metrics	Weight¹

	Ensure safe, reliable operations	• Total Recordable Incident Frequency (“TRIF”)², Environmental Incident Frequency (“EIF”), Pipeline System Safety (“PSS”), Total Damages Per 1000 Locates, release volume, cybersecurity, transmission reliability and integrity compliance	30-40%

	Maintain financial strength and flexibility	• Ability to maintain strong cost control and to ensure financial flexibility and assist in achieving financial guidance as outlined to investors and defined in the long-range plan • EBITDA	35-50%

	Progress toward our ESG goals	• Reduction of GHG emissions intensity, increase in diverse employee representation, diversity and inclusion training	10%

	Extend and execute growth	• EBITDA generated by growth capital, including organic growth projects and mergers and acquisitions³	10-20%



Executive	Corporate multiplier		x		Weight			+		Business unit multiplier		x		Weight			+		Individual multiplier		x		Weight			=		Overall multiplier

Al Monaco		1.40		x		60	%		+		1.67		x		30	%		+		2.50		x		10	%		=		1.59

Vern D. Yu		1.40		x		60	%		+		1.50		x		30	%		+		2.10		x		10	%		=		1.50

Cynthia L. Hansen¹		1.40		x		40	%		+		1.77		x		50	%		+		2.00		x		10	%		=		1.65

Colin K. Gruending		1.40		x		40	%		+		1.40		x		50	%		+		1.90		x		10	%		=		1.45

William T. Yardley		1.40		x		40	%		+		1.85		x		50	%		+		1.75		x		10	%		=		1.66

Robert R. Rooney		1.40		x		60	%		+		1.50		x		30	%		+		1.90		x		10	%		=		1.48



Executive	Base salary ($)¹		x		STIP target (%)			x		Overall multiplier²		=		Actual award ($)¹

Al Monaco		1,763,360		x		145	%		x		1.59		=		4,067,983

Vern D. Yu		763,700		x		90	%		x		1.50		=		1,030,995

Cynthia L. Hansen		762,594		x		90	%		x		1.65		=		1,129,396

Colin K. Gruending		733,644		x		90	%		x		1.45		=		957,405

William T. Yardley³		818,380		x		90	%		x		1.66		=		505,813

Robert R. Rooney		615,734		x		80	%		x		1.48		=		729,029



	PSU	RSU	ISO

Term	Three years	Three years	10 years

Description	Phantom share/units with performance conditions that affect the payout	Phantom share/units	Options to acquire Enbridge shares For U.S. participants, awards are granted in non-qualified options that do not meet the requirements of Section 422 of the U.S. Internal Revenue Code

Frequency	Granted annually	Granted annually	Granted annually

Performance conditions	50% DCF per share growth relative to a target set at the beginning of the term	n/a	n/a
	50% TSR performance relative to performance peer group

Vesting	Units cliff vest at the end of the term including dividend equivalents as additional units	Units cliff vest at the end of the term including dividend equivalents as additional units	Options vest 25% per year over four years, starting on the first anniversary of the grant date

Payout	Paid out in cash based on market value of an Enbridge share at maturity, subject to adjustment from 0-200% based on achievement of the performance conditions above	Settled in shares at the end of the term	Participant acquires Enbridge shares at the exercise price defined as fair market value at the time of grant



Executive	Total 2022 target medium-and long- term incentives	Annual grant
Executive	Total 2022 target medium-and long- term incentives	PSUs		RSUs		ISOs

Al Monaco	650%		390%		130%		130%

Vern D. Yu	400%		240%		80%		80%

Cynthia L. Hansen¹	369%		221%		74%		74%

Colin K. Gruending	400%		240%		80%		80%

William T. Yardley	400%		240%		80%		80%

Robert R. Rooney	350%		210%		70%		70%



Performance peer group: relative TSR

Canadian Utilities Limited		NextEra Energy Inc.

CenterPoint Energy, Inc.		NiSource Inc.

Dominion Energy Inc.		ONEOK, Inc.

DTE Energy Company		Pembina Pipeline Corporation

Duke Energy Corporation		PG&E Corporation

Energy Transfer LP		Plains All American Pipeline, L.P.

Enterprise Products Partners L.P.		Sempra Energy

Fortis Inc.		The Southern Company

Kinder Morgan, Inc.		TC Energy Corporation

Magellan Midstream Partners, L.P.		The Williams Companies, Inc.



Executive	Number of PSUs granted (#)		Grant value (as % of base salary)

Al Monaco		126,910		390%

Vern D. Yu		32,260		240%

Cynthia L. Hansen¹		32,020		221%

Colin K. Gruending		30,990		240%

William T. Yardley		34,080		240%

Robert R. Rooney		23,860		210%



Executive	Number of RSUs granted (#)		Grant value (as % of base salary)

Al Monaco		42,300		130%

Vern D. Yu		10,750		80%

Cynthia L. Hansen¹		10,670		74%

Colin K. Gruending		10,330		80%

William T. Yardley		11,360		80%

Robert R. Rooney		7,950		70%



Executive	Grant value

Vern D. Yu	$	4.0 million

Cynthia L. Hansen¹	$	3.0 million

Colin K. Gruending	$	3.0 million



Executive	Number of ISOs granted (#)		Grant value (as % of base salary)

Al Monaco		468,550		130%

Vern D. Yu		119,090		80%

Cynthia L. Hansen¹		118,200		74%

Colin K. Gruending		114,410		80%

William T. Yardley		100,880		80%

Robert R. Rooney		88,100		70%



	Multiplier¹		DCF per share compound growth²		TSR

Threshold		0.00x		3.0%	at or below 25^th percentile

Target		1.00x		4.6%	at median

Maximum		2.00x		6.1%	at or above 75^th percentile

Actual		2.00x		6.4% (2.00x)	78^th percentile (2.00x)



Name and principal position	Year		Salary ($)		Stock- based awards¹ ($)		Option- based awards² ($)		Non- equity incentive plan compen- sation³($)		Pension value⁴ ($)		All other compen- sation⁵ ($)		Total ($)

Al Monaco President & Chief Executive Officer		2022		1,750,696		8,902,138		2,225,613		4,067,983		204,000		83,699		17,234,129
		2021		1,648,679		8,902,468		2,219,827		4,624,711		1,576,000		68,283		19,039,968
		2020		1,546,139		8,475,960		2,303,250		3,205,919		1,462,000		61,568		17,054,836

Vern D. Yu Executive Vice President Corporate Development & Chief Financial Officer		2022		753,776		6,262,757		565,678		1,030,995		1,140,000		31,390		9,784,596
		2021		684,361		4,185,976		545,126		1,071,046		1,047,000		28,093		7,561,602
		2020		616,801		1,821,821		495,038		703,893		1,177,000		22,579		4,837,131

Cynthia L. Hansen Executive Vice President & President, Gas Transmission & Midstream		2022		724,160		6,310,923		561,450		1,129,396		2,091,000		106,898		10,923,827
		2021		530,001		1,521,171		379,392		789,886		743,000		11,666		3,975,116
		2020		506,673		1,448,572		393,750		635,570		354,000		4,290		3,342,855

Colin K. Gruending Executive Vice President & President, Liquids Pipelines		2022		720,244		5,173,859		543,448		957,405		855,000		20,775		8,270,731
		2021		657,446		2,100,544		523,661		1,063,171		1,191,000		18,960		5,554,782
		2020		587,074		1,680,385		456,525		761,904		1,017,000		12,032		4,514,919

William T. Yardley⁶ Former Executive Vice President		2022		332,685		2,542,891		635,620		505,813		285,000		79,160		4,381,169
		2021		722,450		2,370,346		584,655		1,144,625		647,000		55,998		5,525,074
		2020		700,018		2,320,853		598,335		849,262		396,000		32,065		4,896,533

Robert R. Rooney Executive Vice President & Chief Legal Officer		2022		611,312		1,673,524		418,475		729,029		410,000		26,873		3,869,213
		2021		583,060		1,674,261		417,370		844,094		413,000		24,316		3,956,101
		2020		557,394		1,593,583		433,163		634,091		349,000		18,167		3,585,397



Annual grants	C$		US$

2022		52.61		41.30

2021		42.29		32.88

2020		51.06		38.75

Retention grants	C$		US$

2022		53.96		40.10

2021		44.64		-



Assumptions	February 2022				February 2021				February 2020
Assumptions	C$		US$		C$		US$		C$		US$

Expected option term		6 years		6 years		6 years		6 years		6 years		6 years

Expected volatility		20.971%		23.589%		24.840%		27.656%		17.587%		20.283%

Expected dividend yield		6.516%		6.516%		7.641%		7.641%		5.847%		5.847%

Risk free interest rate		1.801%		1.981%		0.735%		0.793%		1.314%		1.416%

Exercise price		$52.61		$41.30		$43.81		$34.52		$55.54		$41.97

Option value		$4.75		$4.65		$3.84		$3.69		$3.75		$3.64



Executive	Matching contribution under retirement savings plan^a ($)		Excess flexible benefit credit^b ($)		Relocation Expenses^c ($)		Personal use of company aircraft^d ($)		Unused Vacation^e ($)		Other benefits^f ($)		Total ($)

Al Monaco		-		51,994		-		26,341		-		5,364		83,699

Vern D. Yu		-		19,146		-		-		-		12,244		31,390

Cynthia L. Hansen		22,878		1,536		29,614		41,615		-		11,255		106,898

Colin K. Gruending		-		14,480		-		-		-		6,295		20,775

William T. Yardley		24,077		-		-		-		55,083		-		79,160

Robert R. Rooney		-		20,376		-		-		-		6,497		26,873



				Option-based awards¹												Share-based awards
	Plan type			Grant date		Number of securities underlying unexercised options (#)		Option exercise price² ($)		Option expiry date		Value of in-the-money unexercised options				Number of units that have not vested (#)		Market or payout value of units not vested³ ($)		Market or value of vested share-based awards not paid out or distributed⁴ ($)
	Plan type			Grant date		Number of securities underlying unexercised options (#)		Option exercise price² ($)		Option expiry date		Vested ($)		Unvested ($)		Number of units that have not vested (#)		Market or payout value of units not vested³ ($)

Al Monaco		ISO			2/16/2022		468,550		52.61		2/16/2032		0		145,251

		ISO			2/18/2021		578,080		43.81		2/18/2031		1,316,577		3,949,732

		ISO			2/20/2020		614,200		55.54		2/20/2030		0		0

		ISO			2/21/2019		825,740		48.30		2/21/2029		2,861,189		953,730

		ISO			2/27/2018		727,080		43.02		2/27/2028		7,198,092		0

		ISO			2/28/2017		584,000		55.84		2/28/2027		0		0

		ISO			3/1/2016		365,000		44.06		3/1/2026		3,233,900		0

		ISO			3/2/2015		196,000		59.08		3/2/2025		0		0

		ISO			3/13/2014		199,000		48.81		3/13/2024		817,890		0

		RSU			2/16/2022												44,288		2,343,725

		RSU			2/18/2021												59,024		3,123,573

		RSU			2/20/2020												50,259		2,659,705

		PSU			2/16/2022												132,875		7,031,730

		PSU			2/18/2021												177,062		9,370,126

		PSU			2/20/2020												-		-		16,597,522

Vern D. Yu		ISO			2/16/2022		119,090		52.61		2/16/2032		0		36,918

		ISO			2/18/2021		141,960		43.81		2/18/2031		323,314		969,942

		ISO			2/20/2020		132,010		55.54		2/20/2030		0		0

		ISO			2/21/2019		191,860		48.30		2/21/2029		664,795		221,598

		ISO			2/27/2018		115,380		43.02		2/27/2028		1,142,262		0

		ISO			2/28/2017		93,300		55.84		2/28/2027		0		0

		ISO			3/1/2016		96,750		44.06		3/1/2026		857,205		0

		ISO			3/2/2015		82,340		59.08		3/2/2025		0		0

		ISO			3/13/2014		83,350		48.81		3/13/2024		342,569		0

		RSU			2/16/2022												11,255		595,628

		RSU	⁵		9/30/2022												75,298		3,984,753

		RSU			2/18/2021												14,490		766,798

		RSU	⁶		2/18/2021												40,197		2,127,211

		RSU			2/20/2020												10,803		571,676

		PSU			2/16/2022												33,776		1,787,437

		PSU			2/18/2021												43,480		2,300,987

		PSU			2/20/2020												-		-		3,567,467



Executive	Value vested during the year					Value earned during the year
Executive	Option-based awards^1,2 ($)		Share-based awards^1,3 ($)			Non-equity incentive plan^1,4 ($)

Al Monaco		4,150,830		16,597,522			4,067,983

Vern D. Yu		833,060		4,080,225	⁵		1,030,995

Cynthia L. Hansen		668,332		2,836,910			1,129,396

Colin K. Gruending		506,260		3,290,175			957,405

William T. Yardley		1,123,496		5,655,919	⁵		505,813

Robert R. Rooney		790,520		3,120,867			729,029