MDU DEF 14A DEF-14A Report May 7, 2019 | Alphaminr
MDU RESOURCES GROUP INC

MDU DEF 14A Report ended May 7, 2019

MDU RESOURCES GROUP INC
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TABLE OF CONTENTS
PROXY STATEMENT SUMMARY EXECUTIVE COMPENSATION (continued)BOARD OF DIRECTORS Pension BenefitsItem 1. Election of Directors Nonqualified Deferred CompensationprintDirector Nominees Potential Payments upon Termination orprintBoard Evaluations and Process for Electing Directors Change of ControlprintCORPORATE GOVERNANCE AUDIT MATTERSDirector Independence Item 3. Ratification of the Appointment ofprintStockholder Engagement Deloitte & Touche LLP as the Companys IndependentprintBoard Leadership Structure Registered Public Accounting Firm for 2019printBoards Role in Risk Oversight Annual Evaluation and Selection of Deloitte &printBoard Meetings and Committees Touche LLPprintCompensation Policies and Practices Audit Fees and Non-Audit Feesprintas They Relate to Risk Management Policy on Audit Committee Pre-Approval of AuditprintStockholder Communications with the Board and Permissible Non-Audit Services of theprintAdditional Governance Features Independent Registered Public Accounting FirmprintCorporate Governance Materials Audit Committee ReportprintRelated Person Transaction Disclosure OTHER MATTERSCOMPENSATION OF NON-EMPLOYEE DIRECTORS Item 4. Approval of an Amendment to Montana-DakotaDirector Compensation Utilities Co.s Restated Certificate of IncorporationprintSECURITY OWNERSHIP Item 5. Approval of Amendments to Update andSecurity Ownership Table Modernize the Companys Amended and RestatedprintHedging Policy Certificate of IncorporationprintGreater than 5% Beneficial Owners INFORMATION ABOUT THE ANNUAL MEETINGSection 16 Compliance Who Can VoteprintEXECUTIVE COMPENSATION Notice and AccessItem 2. Advisory Vote to Approve the Compensation Paid How to Voteprintto the Companys Named Executive Officers Revoking Your Proxy or Changing Your VoteprintInformation Concerning Executive Officers Discretionary Voting AuthorityprintCompensation Discussion and Analysis Voting StandardsprintExecutive Summary Proxy Solicitationprint2018 Compensation Framework Electronic Delivery of Proxy Statementprint2018 Compensation for Our Named Householding of Proxy MaterialsprintExecutive Officers MDU Resources Group, Inc. 401(k) PlanprintOther Benefits Annual Meeting Admission and GuidelinesprintCompensation Governance Conduct of the MeetingprintCompensation Committee Report Stockholder Proposals, Director Nominations, andprintExecutive Compensation Tables Other Items of Business for 2020printSummary Compensation Table APPENDIX AGrants of Plan-Based Awards Amended and Restated Certificate of IncorporationprintOutstanding Equity Awards at Fiscal Year-End of MDU Resources Group, Inc. A-1printOption Exercises and Stock Vestedprint