1、2016 Annual ReportProxy Statement1001 Fannin StreetHouston,Texas 77002NOTICE OF ANNUAL MEETING OF STOCKHOLDERSOF WASTE MANAGEMENT,INC.Date and Time:May 12,2017 at 11:00 a.m.,Central TimePlace:The Maury Myers Conference CenterWaste Management,Inc.1021 Main StreetHouston,Texas 77002Purpose:To elect ni
2、ne directors;To vote on a proposal to ratify the appointment of Ernst&Young LLP as our independent registeredpublic accounting firm for the fiscal year ending December 31,2017;To vote on a proposal to approve our executive compensation;To vote on a proposal regarding the frequency of the advisory vo
3、te on our executive compensation;To vote on a stockholder proposal regarding a policy on acceleration of vesting of equity awards in theevent of a change in control,if properly presented at the meeting;and To conduct other business that is properly raised at the meeting.Only stockholders of record o
4、n March 15,2017 may vote at the meeting.Your vote is important.We urge you to promptly vote your shares by telephone,by the Internet or,if thisProxy Statement was mailed to you,by completing,signing,dating and returning your proxy card as soon aspossible in the enclosed postage prepaid envelope.COUR
5、TNEY A.TIPPYCorporate SecretaryMarch 24,2017IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FORTHE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MAY 12,2017:This Notice ofAnnual Meeting and Proxy Statement and the Companys Annual Report on Form 10-K for the yearended December 31,2016 a
6、re available at .TABLE OF CONTENTSPageGENERAL INFORMATION.1BOARD OF DIRECTORS.5Leadership Structure.5Role in Risk Oversight.5Independence of Board Members.6Meetings and Board Committees.7Audit Committee.7Audit Committee Report.9Management Development and Compensation Committee.10Compensation Committ