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Compensation Committee Matters

 

(Continued)


Summary Compensation Table

The following table sets forth information concerning the cash and non-cash compensation awarded to our named executive officers for 2007 and 2006. The compensation of Mr. Calantzopoulos is not shown as of December 31, 2006 because he was not a named executive officer for that year.

(1)

Base salaries earned in Swiss francs are converted to U.S. dollars using the average conversion rate for 2007 of $1.00 = 1.1987 CHF. Annual and long-term incentive awards are converted to U.S. dollars using the exchange rate on December 31, 2007 of $1.00 = 1.1256 CHF. Included in base salary for Mr. Calantzopoulos is a compulsory, annual, service-based payment (maximum CHF 3,000). The Compensation Committee did not increase Mr. Szymanczyk’s base salary following the spin-off of PMI.

(2)

The amounts shown in these columns represent the annual expense associated with all unvested restricted and deferred stock and stock option awards based on the FAS 123R valuation methodology used in the preparation of Altria audited financial statements, with the exception that the valuation shown in the Summary Compensation Table assumes no forfeitures. See our 2007 Annual Report, Note 2 “Summary of Significant Accounting Policies – Stock Based Compensation” for a description of this methodology. The number of shares awarded and securities underlying options grants received in 2007 together with their grant date values are disclosed in the “Grants of Plan-Based Awards During 2007 Table” below.

(3)

For 2007, reflects amounts paid upon termination of the 2007-2009 performance cycle of the LTIP on December 31, 2007 as a result of the spin-off of PMI. See “2007 Executive Compensation Decisions – Long-Term Performance Incentive Awards” above.

(4)

Reflects the change in the present value of benefits under defined benefit plans listed in the Pension Benefits table plus the Target Payments, also reported in that table, made in lieu of accruals under nonqualified defined benefit plans for service during the applicable year. As a result of increases in the discount rates used to value the retirement benefits, the change in value for Mr. Calantzopoulos which appears as $0 in the table is, in fact, a decrease of $387,292. As a result of the spin-off of Kraft, the changes in pension value reported for Messrs. Camilleri and Szymanczyk for 2007 no longer include their benefits in plans maintained by Kraft.

(5)

Details of All Other Compensation for each of the named executives appear on the following page.

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