B. Bernard Burns, Jr.

Age 6568

Director since 2011

Since 2001, Experience:

Mr. Burns’ career has focused on corporate law, industrial manufacturing, mergers and acquisitions, and service on the boards of companies engaged in a variety of businesses.

Mr. Burns has served as a managing director of the McGuireWoods Capital Group, a merger and acquisition advisory group. He also is ofcurrently counsel to the law firm of McGuireWoods LLP, and was a partner of that firm from 2001 to 2011.2011, and of a predecessor firm from 1979 to 1989. He also serves as the Managing Director of McGuireWoods Capital Group, amerger-and-acquisition advisory business, which heco-founded in 2001. Prior to 2001, Mr. Burns served in various executive capacities with United Dominion Industries Limited, a diversified industrial manufacturer, from 1989 until that firmmanufacturer. At United Dominion, he was acquired in 2001, including as Senior Vice President and General Counsel from 1993 to 1996, Executive Vice President and Chief Administrative Officer in 2000 and as president of variousseveral of its operating segments and divisions from 1996 to 1999 and from 2000 to 2001. He is a director of several privately held companies.

Mr. Burns earned a B.A. from Furman University and a J.D. from the Duke University School of Law and completed the Advanced Management Program at Duke University’s Fuqua School of Business.

Qualifications:

Mr. Burns’

David L. Hauser

Age 6265

Director since 2007

From August 2010 until March 2011, Experience:

Mr. Hauser served as a consultant towas affiliated with FairPoint Communications, Inc., a communications services company. Fromcompany, from July 2009 to August 2010, Mr. Hauser serveduntil March 2011. He joined FairPoint as Chairman of the Board and Chief Executive Officer of FairPoint Communications, Inc.and served as a consultant to the company from August 2010 until March 2011. In October 2009, FairPoint Communications and all of its direct and indirect subsidiaries filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of New York. In evaluatingThe Nominating and Corporate Governance Committee has evaluated this event with respect to theMr. Hauser’s nomination of Mr. Hauser for reelection to the board of directors, the Nominating and Corporate Governance Committee considereddirectors. Considering the well-publicized challenges facing FairPoint Communications at the time Mr. Hauser accepted his position as Chairman ofjoined the Board and Chief Executive Officer,company, his awareness of those challenges and his commitment to FairPoint Communications in the face of those challenges. The Nominating and Corporate Governance Committeechallenges, the committee and the full board support thehis nomination of Mr. Hauser forre-election to the board in 2013.2017.

Prior to joining FairPoint, Communications, Mr. Hauser had a35-year career with Duke Energy Corporation, one of the largest electric power companies in the United States. Mr. Hauser served asHe was Group Executive and Chief Financial Officer of Duke Energy Corporation from April 2006 until June 30, 2009, and aswas Chief Financial Officer and Group Vice President from February 2004 to April 2006. He was named acting Chief Financial Officer fromin November 2003 to February 2004 and2003. He was Senior Vice President and Treasurer from June 1998 to November 2003. During his first 20 years with Duke Energy, Corporation, Mr. Hauser served in various accounting positions, including controller.

Mr. Hauser is a member of the board of trustees of Furman University and a member of the board of trustees of the University of North Carolina at Charlotte. Mr. HauserCharlotte and a past member of the board of trustees of Furman University. He has retired as a member of the North Carolina Association of Certified Public Accountants.

Mr. Hauser received a B.A. from Furman University and an M.B.A. from the University of North Carolina at Charlotte.

PublicCurrent public company directorships in the last five years:directorships:

Qualifications:

Along with his

John Humphrey

Age 51

Director since 2015

Experience

Mr. Humphrey has served, since 2011, as Executive Vice President and Chief Financial Officer of Roper Technologies, Inc., a Fortune 1000 company that designs and develops software and engineered products and solutions for healthcare, transportation, food, energy, water, education and other niche markets worldwide. Mr. Humphrey has announced his intention to retire from Roper, transitioning from his role as Chief Financial Officer on May 15, 2017 and assisting with the transition of his other responsibilities during the remainder of the year. From 2006 to 2011, he served as Vice President and Chief Financial Officer of Roper. Prior to joining Roper, Mr. Humphrey served as Vice President and Chief Financial Officer of Honeywell Aerospace, the aviation segment of Honeywell International Inc., after serving in several financial positions with Honeywell International and its predecessor AlliedSignal. Mr. Humphrey’s earlier career included 6 years with Detroit Diesel Corporation, a manufacturer of heavy-duty engines, in a variety of engineering and manufacturing management positions.

Mr. Humphrey is a member of the Board of Advisors of the Elon University Love School of Business.

Mr. Humphrey received a B.S. in Industrial Engineering from Purdue University and an M.B.A. in Finance from the University of Michigan.

Qualifications:

Kees van der Graaf

Age 6466

Director since 2012

Between 2008 and 2011, Experience

Mr. van der Graaf served asis owner and chairman of FSHD Unlimited, a biotechnology company he founded in October 2014. Mr. van der Graaf was anExecutive-in-Residence with at IMD International, an international business school based in Lausanne, Switzerland. InSwitzerland between 2008 and 2011 he also served as and wasCo-director of the IMD Global Center. Center in 2011.

Prior to joining IMD, Mr. van der Graaf enjoyed a32-year career with Unilever NV and Unilever PLC, which operate the Unilever Group, a multinational supplier of fast-moving consumer goods. At Unilever, Mr. van der Graaf served as President of Ice Cream and Frozen Foods — Europe from 2001 to 2004 and as a member of the Board and Executive Committee of Unilever NV and Unilever PLC from 2004 to 2008 with responsibilities during2008. During that period, he had responsibilities for the Global Foods division and later for the European Business group.

Until February 2015, Mr. van der Graaf isserved as a member of the board of directors of Ben & Jerry’s, a wholly owned subsidiary of Unilever, which is charged with preserving and expanding Ben & Jerry’s social mission, brand integrity and product quality.

He ishas also served as a member of the supervisory boards of several privately held European-based companies and servesserved as chairman of the supervisory board of the University of Twente in The Netherlands.

Mr. van der Graaf received a degree in mechanical engineering and an M.B.A. from the University of Twente.

Current public company directorships:

Public company directorships in the last five years:

Qualifications:

Qualifications:

Mr. van der Graaf brings to our board of directors extensiveExtensive experience inas an executive management positionsmanager in global public corporations and a geographic backgroundcorporations.

The primary responsibility of our board of directors is to oversee and direct management in its conduct of our business. Members of the board are kept informed ofabout our business through discussions with the Chairman and theour officers, by reviewing materials provided to them, and by participating in meetings of the board and its committees.committee meetings. In addition, the non-management directors meet periodically in executive session without members of management present. These sessions are presided over by the Chairman of the Board of Directors, presently Mr. Harnett.

Since the inception of our company, we have maintained separateWe believe that the positions of Chairman of the Board of Directors which is a non-executive position filled by an

inception of our company. The role of Chairman is anon-executive position currently filled by Mr. Harnett, an independent director. Mr. Macadam, our Chief Executive Officer and the principal executive officer of our company, is the only member of our board who is employed by the company. We believe that thisThis structure continues to be appropriate for our company given the individuals serving in those positions, particularly the experience of our current Chairman aspositions. Mr. Harnett is a former chief executive officer of a publicly held diversified industrial manufacturer supplying a wide variety of industriescompany and as the leadan independent director of anotherother public company,companies. This experience, coupled with his knowledge of and familiarity with our company and its businesses through his service on our board of directors, from our inception as a public company in 2002, and hisgives him the ability to serve as a valued sounding board for our Chief Executive Officer.

Our board of directors has four committees:

To maximize the efficiency of our board, efficiency, all of our independent directors serve on each committee other than the Executive Committee. For a list of our independent directors, see “Corporate Governance Policies and Practices — Director Independence.”

Each board committee operates in accordance withunder a written charter thatapproved by the board has approved. You may obtain copiesboard. Copies of these charters are available on our website atwww.enproindustries.comwww.enproindustries.com.by clickingClick on “Investor”“For Investors” and then “Corporate Governance” and lookingthen “Committees” and look under “Committee Charters.” Copies of the charters are also available in print to any shareholder who requests them.

Executive Committee. The current members of the Executive Committee arecommittee is chaired by Mr. Macadam (Chairman), Mr. Browning and includes Mr. Harnett. The Executive Committee did not meet in 2013. TheIts primary function of this committee is to exercise the powers of the board as and when directed by the board or when the board is not in session, except thoseexcluding powers which under North Carolina corporate law, may not be delegated to a committee of directors.directors under North Carolina law. The committee did not meet in 2016.

Audit and Risk Management Committee. The Audit and Risk Management Committee or Audit Committee, met four times in 2013. It assists the board in monitoring the integrity of our financial statements, our compliance with legal and regulatory requirements, our management of areas of significant risk areas (including insurance, pension, asbestos, cybersecurity, environmental and litigation) and the qualifications, independence and performance of our internal auditors and independent registered public accounting firm. This

committee has the sole authority to appoint or replace our independent registered public accounting firm and to approve all related fees. It met four times in 2016. Mr. Hauser is the current committee chairman.

As discusseddescribed above, the Audit and Risk Management Committee assists the board in monitoring our compliance with legal and regulatory requirements and the managementway we manage areas of significant risk areas (including insurance, pension, asbestos, environmental, litigation and all incentive compensation plans, including for non-executive personnel).risk. The company’s internal audit group periodically performs an enterprise risk analysis of theanalyzes risks to our company and reports the results of its

analysis to the

The board met fiveseven times in 2013.2016. Board and committee meetings are typically held on successive days, with meetings typically covering two days. The board conducts periodic visits to our facilities as part of its regularly scheduled meetings. All directors attended at

least 75% of the total number of meetings of the full board and of the board committees on which they serve.

The board regularly reviews our Corporate Governance Guidelines, taking into account recent trends in corporate governance and any new rules adopted by the New York Stock Exchange (NYSE)NYSE and the SEC. Among other things, these guidelines specify that:

Our Corporate Governance Guidelines also:

Our Corporate Governance Guidelines also include a provision that prohibits

We also have aOur Code of Business Conduct.Conduct (the “Code”) applies to our directors and all EnPro employees, including our

principal executive, financial and accounting officers. The Code covers among other things, conflicts of interest,

As described in our Corporate Governance Guidelines, theThe EnPro board believes that a substantial majority of the boarddirectors should consist of independent directors.be independent. At its February 20142017 meeting, the board of directors made a determination as toconsidered the independence of each nomineeperson nominated for election as a director at the 2017 annual meeting. In making these determinations,meeting and determined that Mr. Botts, Mr. Brueck, Mr. Burns, Ms. Creel, Mr. Hauser, Mr. Humphrey and Mr. van der Graaf are independent. Mr. Macadam, the remaining member of our board, is an employee and is not considered independent.

To determine independence, the board used the definition of an “independent director” in the NYSE listing standards and the categorical standards set forth in our Corporate Governance Guidelines. Under these guidelines,Guidelines, which categorize a director will beas independent only if the board affirmatively determines thataffirms the director has no outside material relationship with our company (either directly or as a director, partner, shareholder or officer of an organization that has a relationship with us).

Under our Corporate Governance Guidelines, a director will not fail tomay be deemed independent solely aseven though we have a result of a relationship we have with an organization with which the director is affiliated as a director, partner, shareholder or officer,officer. In such situations, the director is deemed independent so long as:

In addition, underUnder the guidelines, the board cannot conclude that a director iscannot be independent if he or she falls into one of the following categories:

To assist in the board’s independence determinations, eachEach director nominated for election at the 20142017 annual meeting completed a questionnaire that included questions to identify any relationships the director may have with us or with any of our executive officers or other directors. After discussing all relationships disclosed in the responses to these questionnaires, the board determined that no director except Mr. Botts, Mr. Browning, Mr. Brueck, Mr. Burns, Ms. Creel, Mr. Harnett, Mr. Hauser and Mr. van der Graaf are independent because noneMacadam has a material relationship with the company other than as a director. As our Chief Executive Officerdirector and President, Mr. Macadam is automatically disqualified from being an independent director.all except him are independent.

The board of directors and the Audit and Risk Management, Compensation and Human Resources, and Nominating and Corporate Governance committees each assess their performances with yearly self-evaluations. The evaluations are completed by means of a questionnaire submitted to the directors inviting written comments on all aspects of the board’s and each committee’s process. In addition, the evaluations include

an individual director assessment component to permit each director to evaluate the contributions of each of the other directors. The evaluations are summarized, reviewed by the Chairman of the Board and become the basis for discussions of board, committee and director performances and recommendations for improvements in the ways the board and committees function and directors perform their duties.

The board of directors has determined that Mr. Hauser, the chairmanHumphrey, a member of the Audit and Risk Management Committee, is an “audit committee financial expert” as that term is defined in Item 401(h) of the SEC’sRegulation S-K. At its February 20142017 meeting, the board determined that Mr. Hauser,Humphrey, through his education and experience, as a certified public accountant andincluding his prior experience as the Chief Financial Officer of Duke Energy Corporation,Roper Technologies, Inc., has all of the following attributes:

When considering candidates for director, the Nominating and Corporate Governance Committee takes into account a number of factors, including whether the candidate is independent from management and the company, whether the candidate has relevant business experience, the composition of the existing board, matters of diversity (including diversity in professional experience and industry background), and the candidate’s existing commitments to other businesses. In addition, all candidates must meet the requirements set forth inof our Corporate Governance Guidelines. Those requirements include the following:include:

The Nominating and Corporate Governance Committee will consider recommendingcandidates for nomination director candidateswho are recommended by shareholders. Shareholders who wish to suggest that the board nominate a particular candidate for nomination should send a written statement addressed to our Secretary at 5605 Carnegie Boulevard, Suite 500, Charlotte, North Carolina 28209 in accordance with the timeline and procedures set forth in our bylaws for shareholders to nominate directors themselves.28209. See “Shareholder Proposals” on page 67 for a description of the requirements to be followed under our bylaws in submitting a candidate and the content of the required statements.

When seeking candidates for director, theThe Nominating and Corporate Governance Committee may solicitannually reviews a matrix, similar to the matrix appearing on page 3, which compares the skills of our current directors with all of the skills we have identified as necessary to maintain an attentive, high-functioning board. When the Nominating and Governance Committee identifies desirable skills that are lacking among incumbent directors, the Committee searches to identify candidates who would add the missing skills. The search includes soliciting suggestions from incumbent directors, management or others.others and evaluating suggestions submitted by shareholders. The Nominating and Corporate Governance Committee may also engage the services of a third party to identify and evaluate candidates. After conducting an initial evaluation

The Committee evaluates the candidates and if it agrees on the suitability of a candidate, the Nominating and Corporate Governance Committee (orcandidate is interviewed by each member of the committee Chairman) interviews that candidate if the committee believes the candidate might be a suitable director.board of directors, generally in separate meetings. The Nominating and Corporate Governance Committee may also ask the candidate to meet with management.

If the Nominating and Corporate Governance Committee concludes that a candidate has skills which would be a valuable additionadd value to the board and thatif the candidate meets all of the requirements for board membership, itthe Committee will recommend the candidate to the full board that the candidate be nominatedfor nomination for election (or appointed, ifor appointment (if the purpose of the committee’s search was to fill a vacancy).

Mr. Brueck was first elected as a director in February 2014 by the board of directors to fill a vacancy created by the board’s decision to increase the size of the board. Mr. Brueck had initially been recommended to the Nominating and Corporate Governance Committee by our Chief Executive Officer. The Nominating and Corporate Governance Committee evaluated Mr. Brueck

Before recommending a sitting director forre-election, the Nominating and Corporate Governance Committee considers whether the director’sre-election would be consistent with the criteria for board membership in our Corporate Governance Guidelines (as described above), the skills identified in the matrix used by the Committee (as described above) and applicable rules and requirements of the SEC and NYSE. This process includes a review on behalf ofby the Nominating and Corporate Governance Committee of the responses to the annual director questionnaires.

Mr. Browning is age 72. The determination to nominate him for re-election as a director was made by a unanimous vote of the Nominating and Corporate Governance Committee and our board of directors, other than Mr. Browning who recused himself from the vote in each instance. In making this determination, the Nominating and Corporate Governance Committee and board of directors evaluated Mr. Browning’s performance as a director and corporate governance expertise, as well as changes in the composition of the board of directors as other directors have retired from service, and the desirability of maintaining a level of continuity on the board of directors during the pendency of GST’s asbestos claims resolution process.

Our directors share certain characteristics and attributes that we believe are critical to effective board membership, includingmembership. They include sound and mature business judgment essential to intelligent decision-making, experience at thein policy-making, level at a business, integrity and honesty, and the ability to collaborate in an effective manner at a board level.effectively. These characteristics,

Shareholders and other interested parties can send communications tocommunicate with our board in various ways. They may write the board at 5605 Carnegie Boulevard, Suite 500, Charlotte, NC 28209; they may contact the board anonymously and confidentially through our EnTegrity Assistance Line; and they may attend our annual shareholders meeting, where they will have the opportunity to talk directly to members of our board.

Letters to the board should be addressed in care of our Secretary, who the board has authorized to receive and process written correspondence. He will direct correspondence about issues within the board’s scope of responsibility directly to the Chairman and to the chairman of any committee to which the correspondence relates. Customer complaints and other correspondence about ordinary business matters are sent directly to the applicable business. Correspondence of other types is not forwarded to the board but held by means of the Secretary and made available to any director who wishes to see it.

Shareholders and other interested parties who wish to send anonymous and confidential correspondence to the board may do so through our EnTegrity Assistance Line. You can find instructionsThe line is staffed by an independent third party who is responsible for receiving and forwarding messages on the line. Instructions for using the EnTegrity Assistance Lineline are available under the “Corporate Governance” link accessed from the “For Investors” link on our website atwww.enproindustries.com.An independent third party staffs the line. We have instructed this third party that any reportItems addressed to the board of directors beare forwarded to the Chairman of the Audit and Risk Management Committee, anon-management director. ReportsItems not addressed specifically to the board of directors are forwarded to our Director of Internal Audit, who reports directly to the Audit and Risk Management Committee and is a member of our internal Corporate Compliance Committee. The Director of Internal Audit periodically updates the Audit and Risk Management Committee regardingabout the investigation and resolution of all reports of alleged misconduct (financial or otherwise).

Shareholdersalleging financial and other interested parties also may send written correspondence to the board caretypes of our Secretary, addressed to 5605 Carnegie Boulevard,

Directors who are also employees receive no compensation for serving onIn 2016, our board. Our non-employee directors receivereceived the following compensation:

Employee directors receive no compensation for serving on our board.

Non-employee directors are generally granted to non-employee directorsphantom shares at the first board meeting of the Compensation Committee each year. Phantom shares are fully vested when awarded and are paid in shares of common stock when a director ceases his or her service on the board.

The board has adopted stock ownership requirements pursuantBoard members are required to which aown the company’s stock. Each director has until five years afterfrom the date he or she joins the individual becomes a directorboard to accumulate ownership ofEnPro shares having aequal in value equal to at least five times the annual cash retainer paid to directors. Phantom shares count toward the threshold established under our stock ownership requirements. If a director fails to maintain the required level of ownership, the director is required to retain 50% of any shares received under any company equity award plan until he or she satisfies the requirements.this requirement. We examine compliance with this policy at our board of directors meeting held in February of each year.February. As of February 5, 2014, the date of our February 2014 Compensation and Human Resources Committee meeting,13, 2017, all directors who have served on the board for at least five years complied with the requirements.

Non-employee directors may participate in ourA Deferred Compensation Plan for Non-Employee Directors. Under this plan, allowsnon-employee directors mayto defer receipt of all

common stock). Deferred fees inFees deferred into a director’s stock account are credited with stock units, that each have aequal in value on a given date equal to the fair market value of one share of our common stock on thata given date. All amounts deferred are payable when a director

stock units; Mr. Browning, 7,599Brueck, 3,960 stock units; Mr. Harnett, $206,479.17$223,266 and 6,483 stock units; Mr. Hauser, $338,528.16 and 5,9026,683 stock units; and Mr. Prezzano, 14,955Hauser, $605,938 and 7,707 stock units.

The following table presents the compensation we paid to allnon-employee directors for their service in 2013.2016.

At its February 2017 meeting, the board of directors approved increasing each of the annual cash retainer and annual grant of phantom shares paid to all directors by $5,000, the cash retainer paid to the Chairman of the Board by $10,000, and the annual cash retainers paid to

the chairs of the Compensation and Human Resources Committee, Audit and Risk Management Committee and Nominating and Corporate Governance Committee by $3,000, $5,000 and $2,500, respectively.

The Audit Committee oversees the quality and integrity of our financial reporting processes and our systems of internal accounting controls. Management is responsible for preparingprepares our financial statements and for establishingestablishes and maintainingmaintains adequate internal control over financial reporting. The independent registered public accounting firm is responsible for performingperforms an independent integrated audit of those financial statements and the effectiveness of our internal control over financial reporting.

The Audit Committee has met and held discussionsdiscussed with management and PricewaterhouseCoopers LLP, (PricewaterhouseCoopers), our independent registered public accounting firm, for 2013, regarding our audited 20132016 consolidated financial statements and our internal control over financial reporting. Management represented toIn meeting with the Audit Committee, management informed the committee that our consolidated financial statements were prepared in accordance with generally accepted accounting principles and that our internal control over financial reporting was effective as of December 31, 2013.2016. The Audit Committee has reviewed and discussed the consolidated financial statements and our system of internal control over financial reporting with management and PricewaterhouseCoopers.

The Audit Committee also has discussed with PricewaterhouseCoopers the matters required to be discussed by Auditing Standard No.16,Communications

The Audit Committee has furtheralso discussed with our internal auditors and PricewaterhouseCoopers the overall scope and plans for their respective 20132016 audits. TheWith and without the presence of management, the Audit Committee met with the internal auditors and PricewaterhouseCoopers with and without management present, to discuss the results of their examinations, the evaluations of our internal control over financial reporting, and the overall quality of our financial reporting.

In reliance upon the Audit Committee’sRelying on its discussions with management and PricewaterhouseCoopers and the Audit Committee’sits review of themanagement’s representation of management and the report of PricewaterhouseCoopers to the Audit Committee,it, the Audit Committee recommended that the board of directors include our audited consolidated financial statements in our Annual Report onForm 10-K for the year ended December 31, 20132016 to be filed with the SEC.

The Compensation and Human Resources Committee is responsible for developingdevelops and overseeingoversees the implementation of our compensation philosophy and strategy. The committee assists the board of directors by exercising oversight concerningmonitoring the appropriateness and cost of our compensation and benefit programs, particularly for the CEO and the other senior executives.

The section entitled “Compensation Discussion and Analysis” explains the material elements of our

compensation program and provides an analysis of the material factors underlying the committee’s compensation policies and decisions. The committee has reviewed and discussed the Compensation Discussion and Analysis with management. Based on its review and discussionsection with management, the committee hasand recommended to our board of directors that the Compensation Discussion and Analysisit be included in this proxy statement and in our annual report onForm 10-K for the year ended December 31, 2013.2016.

This compensation discussion and analysis provides information about our 20132016 compensation program for the followingour named executive officers (collectively, “named executive officers” or “NEOs”) listed in the summary compensation table appearing in this proxy statement:NEOs. For 2016, those officers are:

We designThe objectives of our executive officer compensation programs are to attract, motivate and retain the key executives who will drive our success. Our objective is to establish pay practices that reward themthese executives for superior performance and align their interests as managers of our company with the long-term interests of our shareholders.

We achieve our objectives through compensation that:

Our executive compensation program is designed to tie pay to bothIn structuring annual and long-term incentive compensation opportunities, we select performance measures that we believe significantly drive the value of our company. For 2016, we selected a combination of incentive performance measures that focus on driving operating earnings and rewarding the appropriate use of capital, and include a relative shareholder return measure to evaluate our performance relative to a peer

group. We set goals against these measures and make little or no payment for poor performance against our goals, though our executives can earn significant payment relative to their salary levels for superior performance against them. We make annual awards of restricted stock units which vest after three years, both to encourage retention and to provide an incentive for performance to increase the value of our shares.

While we generally set measures based on company-wide performance (and for this purpose we include GST in our results as if it were reconsolidated), for annual incentive awards to divisional personnel, 75% of the award is based on the respective division’s performance with the remaining 25% based on company-wide performance. We have generally accomplishedbelieve that this by making annualweighting toward divisional performance not only improves theline-of-sight for the incentives for employees in our divisions, but appropriately recognizes and three-year incentive awards,rewards collaboration of divisional personnel across the company.

We believe our compensation structure aligns with the amount to be paid under these awardsinterests of our shareholders and results in payment based on our achievement of absolute performance goals established at the time these awards are made. Under these awards, poor performance leads to little or no actual payment while superior performance leads to significant payments relative to salary levels.performance.

The following charts set forthshow the relative portion of theour CEO’s total 2013 2016 targetin-service compensation of our CEO and the average targetin-service compensation of the four other NEOs employed at year end

Other NEOs Average Target

In-service Compensation

In addition to incentivizingestablishing incentives for superior performance, another primary objective of our executive compensation program isenables us to retain ourtalented and motivated executive officers. We also desire to be in a positionofficers and to replace them with other high-caliber individuals should thatthe need arise. A competitive pay package is vitally important to meetretaining and attracting these objectives. Accordingly, it has been our practice toindividuals, and we establish salaries and benefits, including post-employment benefits, at competitive levels.

From the date he was hired in 2008 through 2013, our CEO’s annual salary has not changed. In order to attract our CEO to EnPro in 2008, we provided a salary that was well above the median of our peer group. Each year since the CEO’s hire, ourOur Compensation and Human Resources Committee (which we refer to in this “Compensation Discussion and Analysis” section of the proxy statement as the “committee”“Committee”) has taken into consideration the fact the CEO’s salary is above the median and decided not to increase the CEO’s salary.

Our compensation program allows the committee and theour board of directors to determine payexecutive compensation based on a comprehensive view of factors designed to produce long-

We were challenged to maintain our objectives for growthIn 2016, we achieved significant milestones in 2013 as activity in manythe asbestos claims resolution process (the “ACRP”) of our markets slowed compared to activity in 2012. In this environment, we sought to maintain a stable operating base that will enable us to take advantage of improving conditions as they arise in the future. Several accomplishments helped us achieve our goal.