MAS DEF 14A DEF-14A Report May 11, 2010 | Alphaminr
MASCO CORP /DE/

MAS DEF 14A Report ended May 11, 2010

MASCO CORP /DE/
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TABLE OF CONTENTS
General InformationElection of DirectorsCorporate GovernanceLeadership Structure of the Board of DirectorsDirectors IndependenceBoard of Directors and Committees of the BoardRisk OversightAudit CommitteeOrganization and Compensation CommitteeCorporate Governance and Nominating CommitteeCompensation of DirectorsSecurity Ownership of Management and Certain Beneficial OwnersAudit Committee ReportCompensation Discussion and AnalysisAnalysis of 2009 Executive CompensationRecent ChangesLeadership TransitionCompensation Principles, Objectives and ComponentsCash CompensationEquity CompensationRestricted Stock AwardsStock OptionsStock Ownership RequirementPerquisites and Other CompensationRetirement ProgramsChange in ControlCompensation Practices and ProceduresEmployment Contracts and Severance ArrangementsComparative CompensationIndependent ConsultantUse of Tally SheetsAnnual Review ProcessInternal Revenue Code, Section 162(m)ConclusionCompensation Committee ReportCompensation of Executive OfficersSummary CompensationGrants of Plan-Based AwardsOutstanding Equity Awards at Fiscal Year-EndOption Exercises and Stock VestedRetirement PlansSupplemental Executive Retirement PlanQualified and Nonqualified Pension PlansPension Plan TableQualified and Nonqualified Defined Contribution PlansPayments Upon Change in ControlRetirement PlansEquity PlansOther ArrangementsPayments Upon Disability, Death or TerminationRetirement PlansEquity PlansOther ArrangementsCertain Relationships and Related Person TransactionsProposal to Approve the Amendment of the 2005 Long Term Stock Incentive PlanThe Importance of Equity CompensationHistorical Company Equity UsageNon-Employee Directors Equity ProgramKey Features of the 2005 Plan, as Amended by the 2010 Plan AmendmentSummary of the 2005 Long Term Stock Incentive Plan, as amended by the 2010 Plan AmendmentNew Plan BenefitsVote RequiredEquity Compensation Plan InformationProposal to Ratify Selection of Independent AuditorsPricewaterhouseCoopers LLP FeesPrincipal Accountant Fees and ServicesAudit Committee Pre-Approval Policies and ProceduresSection 16(a) Beneficial Ownership Reporting Compliance2011 Annual Meeting of StockholdersDelivery of Proxy Materials and Annual ReportsOther MattersAppendix AMasco Corporation Director Independence Standards A-1Appendix BMasco Corporation 2005 Long Term Stock Incentive Plan (Amended and Restated May 11, 2010) B-1