Director Compensation Director Compensation Table Fiscal Year 2016 Director Compensation Table This table shows the compensation paid or awarded to each non-employee director during fiscal year 2016. Our CEO is an employee of Carpenter and is not compensated for his Board service. Fees Earned or Paid in Cash (excludes Chair Retainer) Committee Chair Retainer Stock Awards(1) Option Awards(2) All Other Compensation(3) Name Total $ 2,500(4) Anderson, Jr., Carl G. $45,000 $142,628(5) $30,004 $32,798 $252,930 Anderson, Philip M. $45,000 $ 0 $ 90,028 $30,004 $15,435 $180,467 Inglis, I. Martin $45,000 $22,500 $142,628(5) $30,004 $ 22,011 $ 262,144 Karol, Steven E. $45,000 $ 7,500(6) $142,628(5) $30,004 $ 14,374 $239,506 McMaster, Robert R. $45,000 $ 0 $ 90,028 $30,004 $16,592 $181,624 Pratt, Gregory A. $ 59,674(7) $ 0 $190,026 $60,003 $35,380 $345,083 Stephans, Peter N. $45,000 $ 0 $ 90,028 $30,004 $ 20,763 $185,796 Turner, Kathryn C. $45,000 $15,000 $142,628(5) $30,004 $31,869 $ 264,501 Wadsworth, Jeffrey $45,000 $ 10,000 $ 90,028 $30,004 $16,608 $ 191,640 Ward, Jr., Stephen M. $45,000 $ 10,000 $142,628(5) $30,004 $28,589 $256,222 (1) The grant date fair value of stock units granted to our directors in fiscal year 2016 was computed in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 718, Compensation Stock Compensation. Assumptions made in this valuation are set forth in Note 14 to the financial statements contained in Carpenters 2016 Annual Report on Form 10-K. Stock units were credited to each directors account on October 13, 2015, but are subject to partial forfeiture if the director separates from Board service prior to the first anniversary of grant date for any reason other than death or Disability. Each director, with the exception of Mr. Pratt, was credited with 2,590 stock units for fiscal year 2016 on October 13, 2015, representing a grant date value of $90,028. One-half of the stock units credited to each director represents $45,014 of his or her annual retainer paid in stock units. The remaining stock units credited represent an annual award of additional stock units as described above with a grant date fair value of $45,014. Mr. Pratt, who serves as Chairman, was credited with 5,508 stock units for fiscal year 2016 on November 2, 2015, representing a grant date value of $190,026. 2,609 stock units represent $90,011 of his annual retainer paid in stock units. The remaining stock units credited represent an annual award of additional stock units with a grant date fair value of $100,015. The total number of stock units credited to each director under Carpenters Stock-Based Compensation Plan for Non-Employee Directors (Director Stock Plan) as of June 30, 2016, including stock units that were credited with respect to prior fiscal years and reinvested dividend equivalents, was: C. Anderson, Jr. 48,736; P. Anderson 22,388; I. M. Inglis 32,654; S. Karol 11,337; R. McMaster 24,026; G. Pratt 51,211; P. Stephans 29,892; K. Turner 46,536; J. Wadsworth 24,040; and S. Ward, Jr. 41,918. (2) The grant date fair value of option awards granted to our directors in fiscal year 2016 was computed in accordance with FASB ASC Topic 718, Compensation Stock Compensation. Assumptions made in this valuation are set forth in Note 14 to the financial statements contained in Carpenters 2016 Annual Report on Form 10-K. Each director, with the exception of Mr. Pratt, received an annual award of 3,433 stock options for fiscal year 2016 on October 13, 2015, representing a grant date fair value of $30,004. Mr. Pratt received an annual award of 6,664 stock options for fiscal year 2016 on November 2, 2015, representing a grant date fair value of $60,003. The total number of shares subject to stock options credited to each director as of June 30, 2016, including stock options that were granted in prior fiscal years, was: C. Anderson, Jr. 28,248; P. Anderson 28,248; I. M. Inglis 31,385; S. Karol 12,502; R. McMaster 28,248; G. Pratt 27,962; P. Stephans 17,890; K. Turner 28,248; J. Wadsworth 28,248; and S. Ward, Jr. 28,248. (3) Includes the aggregate dollar amount of dividend equivalents paid in fiscal year 2016 on the stock unit balance credited to each directors account with respect to dividends paid on outstanding common stock during fiscal year 2016. Dividend equivalents are reinvested in the form of additional stock units, with the number of units credited being determined by dividing the dividend dollar amount by the close price on the NYSE on the dividend equivalent payment date. (4) Reflects a prorated Chair fee for Mr. Andersons service as Chair of the Operations Committee for three months of the fiscal year. (5) Includes a special grant of 2,000 stock units on January 26, 2016, representing a grant date value of $52,600, in recognition of additional services provided to the Board by each such director during fiscal year 2015 as members of the CEO Search Committee. (6) Reflects a prorated Chair fee for Mr. Karols service as Chair of the Strategy Committee for nine months of the fiscal year. (7) Reflects compensation earned for fiscal year 2016 for service as a non-employee director. Mr. Pratt served in a temporary employee capacity for the first quarter of fiscal year 2016. 32 CARPENTER TECHNOLOGY 2016 PROXY STATEMENT