AR 13


Proxy/Post Termination Payments and Benefits

The Company has committed to provide additional compensation to certain of our named executive officers in the event of a termination of employment under specified circumstances, including in connection with a change in control of the Company. These commitments and an estimate of the additional compensation that each of our named executive officers would have received if a qualifying termination of employment had occurred on December 31, 2013, are set forth below. Mr. Denninger retired from the Company on June 30, 2013, and his actual post-termination compensation is set forth in the Summary Compensation Table on page 36.