www.sec.gov/Archives/edgar/data/25445/0000950136-01-000 -
[Cached Version]
Published on: 3/7/2001
Last Visited: 9/13/2001
The memberships of committees during 2000 were as follows : Executive Committee : E.T. Bigelow , Jr. , R.S. Evans , D.C. Minton and J.L.L. Tullis ; Audit Committee : R.S. Forte , D.R. Gardner , J.J. Lee and C.J. Queenan , Jr. ; Organization and Compensation Committee : E.T. Bigelow , Jr. , D.R. Gardner , D.C. Minton and J.L.L. Tullis.
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On April 10 , 2000 each non-employee director other than Mr. Queenan received an option to purchase 2 , 000 shares at an exercise price of $23.69 per share.Mr. Queenan elected to continue to participate in the Crane Co..Retirement Plan for Non-Employee Directors , and therefore does not receive any stock option grants under the 2000 Non-Employee Director Stock Compensation Plan.Directors also receive $500 for each Board meeting attended.Non-employee members of the Executive Committee receive an annual retainer of $2 , 000.Members of other committees receive $500 and chairmen receive $750 for each committee meeting attended.The Crane Co..Retirement Plan for Non-Employee Directors provides for a benefit upon retirement at or after age 65 equal to the participant's annual retainer in effect at the time service terminates , payable for a period of time equal to the number of years the participant has served on the Board and not as an employee.
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The Retirement Plan for Non-Employee Directors was terminated as to active directors when the Non-Employee Director Stock Compensation Plan was approved by shareholders in April 2000 , but Mr. Queenan elected to continue his participation in the Retirement Plan in lieu of any option grants under the new Stock Compensation Plan.Former Crane Co. directors will continue to receive their retirement benefits under the Retirement Plan.
BENEFICIAL OWNERSHIP OF COMMON STOCK BY DIRECTORS AND MANAGEMENTTo focus management attention on growth in shareholder value , CRANE CO /DE/ believes that officers and key employees should have a significant equity stake in CRANE CO /DE/.It therefore encourages its officers and key employees to increase their ownership of and to hold Common Stock through the Stock Option , Restricted Stock Award and Savings and Investment Plans.Directors also receive 50% of their annual retainer in restricted stock issued under the Non-Employee Director Stock Compensation Plan.