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Raytheon Co. - Shareholder/Analyst Call

Stocks in this article: RTN

We will address the proxy in the order as they appear. As we consider these proposals, I'd like you to know that the Governance and Nominating Committee and the full board engage in a thorough review of the company's governance practices to ensure that they are sound and contemporary and that we remain focused on world-class governance practices. These practices are described in detail in our proxy and additional information is available on our website at www.raytheon.com.

Now to the consideration of the first shareholder proposal, executive stock retention. Does John Chevedden or his representative wish to introduce and discuss the proposal? If so, could you please go to the microphone and begin by stating your name?

Unknown Shareholder

Shareholder Proposal 4 on proxy, executives to retain significant stock. Resolved, shareholders urge that our executive pay committee adopt a policy requiring that senior executives retain a significant percentage of stock acquired through equity pay programs until 1 year following the termination of their employment and to report to shareholders regarding this policy before our next annual shareholder meeting.

Shareholders recommend that a percentage of at least 33% of net after-tax stock be required. This policy shall apply to future grants and awards of equity pay and should address the permissibility of transactions such as hedging transactions, which are not sales but reduce the risk of loss to executives. This proposal asks for a retention policy starting as soon as possible.

Requiring senior executives to hold a significant portion of stock obtained through executive pay plans after employment termination would focus our executives on our company's long-term success. A Conference Board Task Force report on executive pay stated that at least hold-to-retirement requirements give executives "an ever-growing incentive to focus on long-term stock price performance."

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