Page 57 - MIC 2014 - English

Realizable Pay – Total Direct Compensation ($millions)(1)(2)(3)(4)

80.0

60.0

40.0

20.0

0.0
Aggregate
2011 2012 2013
3 Year Total

Pay Opportunity 15.7 23.3 27.6 66.6

Realizable Pay 9.0 20.8 23.8 53.5

20FEB201419191123
(1) Values for 2011 include those ascribed to Messrs. Williams, Little, MacSween and Jackman. Values for 2012 and 2013 include those ascribed to

Messrs. Williams, Reynish, Little, MacSween and Jackman. Mr. Reynish commenced employment with Suncor on January 3, 2012 and is therefore only
included in the 2012 and 2013 values. Mr. Little’s promotion to Executive Vice President is reflected in the 2011 values. The values for 2011 ascribed
to Mr. Williams reflect his compensation prior to his appointment as President and CEO. Mr. Williams’ promotion to President and CEO is reflected in
the 2012 values. Mr. MacSween’s promotion to Executive Vice President is reflected in the 2012 values. The values for Mr. Jackman reflect his
retirement on September 30, 2013.

(2) The Pay Opportunity columns in the graph illustrate the pay opportunity of total direct compensation, as reported in the Summary Compensation Table
at December 31 for the particular year reported, and in the case of the Aggregate 3 Year Total, a sum of the pay opportunity reported for 2011 to
2013. The Pay Opportunity includes salary and annual incentive earned during the year reported and the grant date fair value of annual mid- to
long-term awards granted in the particular year reported using the valuation methodology described in the Summary Compensation Table in Suncor’s
2012 and 2013 management proxy circulars and in this management proxy circular for the particular year reported.

(3) The Realizable Pay columns in the graph illustrate the realizable pay of total direct compensation of the particular year reported, and in the case of the
Aggregate 3 Year Total, a sum of the realizable pay reported for 2011 to 2013. The Realizable Pay includes salary and annual incentive earned during
the particular year reported and annual mid- to long-term incentives granted during the particular year valued as follows: (i) value (market price
received less exercise price) of options that were granted in that particular year and that were exercised as at or prior to December 31, 2013; (ii) value
attributed to PSUs that were granted in that particular year and that had vested and matured as at or prior to December 31, 2013; (iii) the

‘in-the-money’ value (as at December 31, 2013) of options that were granted in that particular year and that had not been exercised as at
December 31, 2013; and (iv) the value (as at December 31, 2013) for PSUs, which assumes a 100% performance factor, that were granted in that
particular year and that have not vested as at December 31, 2013.
(4) Mr. Demosky is not included in the foregoing table due to his resignation from Suncor effective December 27, 2013.

SUNCOR ENERGY INC. MANAGEMENT PROXY CIRCULAR 2014 55