For accuracy, the numbers you show are for 8 months, not a year. DM's base salary annulized was $505,200. Those weren't my words describing the table, it was the actual heading and first paragraph explaining the contents of the table which was called total compensation. RSU's are compensation, don't fool yourself. If you had a 40% tax rate and a company gave you $1 million worth of shares in that company, you would receive $600,000 worth of shares without paying one cent. Would you really not call that compensation? It is! The base salary is before tax dollars compensation and the $1 million in shares would be before tax dollars compensation. Yes, there is risk in the value of the resultant shares going down but there is also risk if you receive cash compensation, pay tax and with the remainder buy shares and the value goes down. If the value goes up, you get way more than the value of the RSU's. Just the normal risk/reward in investing. These NEO's are gambling that the value will go up and feel that it will or they wouldn't choose to pay themselves through RSU's. RSU's actually give them a tax deferred way to invest in the company as they don't have to pay tax until they are vested. On top of that, they are receiving shares without having to put up one penny out of pocket. If they received the cash, they would have to pay the taxes in the year they were paid with out of pocket cash. With RSU's, the company has to raise the cash to remit the tax. RSU's are definitely compensation and that is why they have to report it as compensation in the Information Circular. My numbers as posted are their real compensation.