AKAO 2018 Proxy Statement

28 Compensation Governance and Best Practices. We are committed to having strong governance standards with respect to our compensation programs, procedures and practices. Our key compensation practices include the following: What We Do What We Don’t Do Pay for performance. A significant percentage of total target compensation is pay at-risk that is connected to performance. No guaranteed annual salary increases or bonuses. Our named executive officers’ salary increases are based on individual evaluations and market factors; their annual cash incentives are tied to corporate and individual performance. Strong link between performance measures and strategic objectives. Performance measures for incentive compensation are linked to operating priorities designed to create long-term stockholder value. No tax gross-ups. We do not provide any tax gross- ups to our named executive officers. Independent compensation consultant. The Compensation Committee retains an independent compensation consultant to review our executive compensation program and practices. No perquisites. We do not provide any perquisites or personal benefits solely to our named executive officers. No single trigger equity acceleration. We do not provide for automatic acceleration of equity awards upon a change in control, unless awards are not assumed or substituted. No executive retirement plans . We do not maintain executive or supplemental retirement plans independent of the plan available for all employees. Annual comparator peer group review. The Committee, in conjunction with our compensation consultant, reviews the makeup of our comparator peer group annually. No hedging or pledging permitted . We prohibit our executive officers from engaging in hedging transactions or using our stock as collateral for loans. Executive Compensation Objectives and Philosophy The principal objective of our executive compensation programs is to attract, retain, motivate and reward individuals with the executive experience and skills necessary for us to achieve our ultimate goal of increasing stockholder value. In order to do this, our executive compensation programs are designed to: • Attract and retain individuals of superior ability, experience and management talent; • Motivate and reward executives whose knowledge, skills and performance ensure continued success; • Align compensation with corporate strategies, business and financial objectives, operational needs and the long-term interests of our stockholders; • Ensure that elements of compensation do not encourage excessive risk-taking; and • Ensure that total compensation is fair, reasonable and competitive relative to both internal and external comparison points. Determination of Executive Compensation Our compensation committee (the “Compensation Committee”) is responsible for establishing and overseeing our executive compensation programs and annually reviews and determines the compensation to be provided to our NEOs, other than with respect to our CEO, whose compensation is determined by the Board. For