matson, inc. form def 14a - Shareholder.com

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Committee recommends that shareholders vote in favor of ratifying such appointment. Deloitte & Touche LLP and its predecessors have served A&B as such since 1957. Representatives of Deloitte & Touche LLP are expected to be present at the Annual Meeting, where they will have the opportunity to make a statement if they desire to do so and will be available to respond to appropriate questions from shareholders. For the years ended December 31, 2009 and 2008, professional services were performed by Deloitte & Touche LLP (including consolidated affiliates) as follows: Audit Fees. The aggregate fees billed for the audit of the Company’s annual financial statements, including Sarbanes-Oxley Section 404 attestation-related work, for the fiscal years ended December 31, 2009 and 2008 and for the reviews of the financial statements included in the Company’s Quarterly Reports on Form 10-Q were approximately $1,556,000 and $1,605,000, respectively. Audit-Related Fees. The aggregate fees billed for Audit-Related services for the fiscal years ended December 31, 2009 and 2008 were approximately $112,000 and $126,000, respectively. The fees related to audits of employee benefit plans for the fiscal years ended December 31, 2009 and 2008. Tax Fees. The aggregate fees billed for tax services for the fiscal years ended December 31, 2009 and 2008 were approximately $0 and $21,000, respectively. The fees in 2008 related primarily to research performed on tonnage tax. All Other Fees. There were no aggregate fees for services not included above for the fiscal years ended December 31, 2009 and 2008. APPROVAL OF THE AMENDED AND RESTATED 2007 INCENTIVE COMPENSATION PLAN Subject to shareholder approval, the Compensation Committee recommended and the Board of Directors adopted an amended and restated Alexander & Baldwin, Inc. 2007 Incentive Compensation Plan ("2007 Plan") on January 27, 2010. The proposed amendments will: • Increase the number of shares of A&B common stock reserved for issuance under the 2007 Plan by an additional 2,200,000 shares; and • Increase the number of shares of A&B common stock that may be issued pursuant to tax-favored incentive stock options by the same 2,200,000–share increase to the authorized reserve under the 2007 Plan. A description of the amended and restated 2007 Plan, incorporating the proposed amendments, is set forth in Appendix A to this Proxy Statement. The description is intended to be a summary of the material provisions of the 2007 Plan, and does not purport to be complete. A copy of the 2007 Plan, as amended, will be furnished to any shareholder upon request. The Board of Directors believes it is necessary for A&B to continue to provide equity incentives in order to attract and retain the services of qualified executives, and to better align their interests with those of shareholders. The proposed amended and restated 2007 Plan will allow A&B to continue to provide these equity incentives. Securities authorized for issuance under equity compensation plans as of December 31, 2009, included:
Plan Category Number of securities to be issued upon exercise of outstanding options, warrants and rights Weighted-average exercise price of outstanding options, warrants and rights Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) Equity compensation plans approved by (a) (b) (c) security holders Equity compensation plans not approved 2,445,341 $36.80 826,480* by security holders -- -- -- Total 2,445,341 $36.80 826,480 * Under the 2007 Plan, 826,480 shares may be issued either as restricted stock grants, restricted stock unit grants or stock option grants. The Board of Directors recommends that shareholders vote FOR approval of the proposed amended and restated 2007 Plan . The affirmative vote of a majority of the shares of A&B common stock represented at the Annual Meeting, in person or by proxy, is required for approval. OTHER BUSINESS The Board of Directors of A&B knows of no other business to be presented for shareholder action at the Annual Meeting. However, should matters other than those included in this Proxy Statement properly come before the Annual Meeting, the proxyholders named in the accompanying proxy will use their best judgment in voting upon them.
Page 1 and 2: MATSON, INC. FORM DEF 14A (Proxy St
Page 3 and 4: To the Shareholders of Alexander &
Page 5 and 6: TABLE OF CONTENTS Page Notice of 20
Page 7 and 8: Charles G. King Stanley M. Kuriyama
Page 9 and 10: • Board compensation • Board ac
Page 11 and 12: American Savings Bank (i) has a 10.
Page 13 and 14: NEO Base Salary as of 12/31/08 Amou
Page 15 and 16: estricted stock units, and 40 perce
Page 17 and 18: Equity Granting Policy The Company
Page 19 and 20: 2009 OUTSTANDING EQUITY AWARDS AT F
Page 21 and 22: Option Exercises and Stock Vested.
Page 23 and 24: Components Change in Control w/Term
Page 29: (1) Assumes execution of an accepta
Page 33 and 34: Appendix A DESCRIPTION OF THE ALEXA
Page 35 and 36: (iii) The performance shares which
Page 37 and 38: period (and any subsequent service-
Page 39 and 40: Hay Group Participant List - 2009 G
Page 41 and 42: Scripps Company, Eagle Rock Energy
Page 43 and 44: Health Care System - Baylor Medical
Page 45 and 46: Loyola University Medical Center, L
Page 47 and 48: University, Williams Companies, Inc
Page 49 and 50: PX 69539 Fulfillment PX 69547 YOUR
Page 51: You can now access your Alexander &

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