DEF 14A of Deere & Co, Jan 12, 2018

DEF 14A of Deere & Co

Filed Jan 12, 2018 · FY20170001206774-18-000081

Open on EDGAR

  1. Director Nominees

    Director Nominees Every member of our Board of Directors is elected annually. You are being asked to vote on the election of these 12 nominees, all of whom currently serve as directors. All directors other than Samuel R. Allen are INDEPENDENT.

  2. Director Nominees

    | | | | Committee Memberships | | | | | | Name | Age | Director Since | Executive | Audit Review | Compensation | Corporate Governance | Finance | | Samuel R. Allen Chairman and CEO, Deere & Company | 64 | 2009 | CHAIR | | | | | | Vance D. Coffman Retired Chairman, Lockheed Martin | 73 | 2004 | ■ | | CHAIR | ■ | | | Alan C. Heuberger Senior Manager, BMGI | 44 | 2016 | | ■ | | | ■ | | Charles O. Holliday, Jr. Chairman of Royal Dutch Shell plc | 69 | 2007-2016; since 2018 | | | ■ | ■ | | | Dipak C. Jain Co-President/Global Advisor, China Europe International Business School | 60 | 2002 | | ■ | | | ■ | | Michael O. Johanns Retired United States Senator from Nebraska | 67 | 2015 | | ■ | | ■ | | | Clayton M. Jones Retired Chairman, Rockwell Collins | 68 | 2007 | | | ■ | CHAIR | | | Brian M. Krzanich CEO, Intel | 57 | 2016 | | | ■ | ■ | | | Gregory R. Page Retired Executive Director, Chairman and CEO, Cargill | 66 | 2013 | ■ | ■ | | | CHAIR | | Sherry M. Smith Former Executive VP and CFO, Supervalu | 56 | 2011 | ■ | CHAIR | | | ■ | | Dmitri L. Stockton Retired Special Advisor to Chairman and Senior VP, GE and Former Chairman, President, and CEO, GE Asset Management | 53 | 2015 | | | ■ | | ■ | | Sheila G. Talton President and CEO, Gray Matter Analytics | 65 | 2015 | | ■ | | | ■ |

  3. Director Nominees

    | 2 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  4. Fiscal 2017 Executive Compensation Highlights

    | Summary Compensation Table Elements | Salary | STI | MTI | Performance Stock Units | Restricted Stock Units and Stock Options | Retirement and Other Compensation | Total | | CEO | | | | | | | | | Compensation | $1,500,000 | $3,442,313 | $961,769 | $3,389,608 | $5,019,066 | $1,739,436 | $16,052,192 | | % of Total | 9% | 22% | 6% | 21% | 31% | 11% | 100% | | Cash vs. Equity | Total Cash 37% | | | Total Equity 52% | | Other 11% | 100% | | Short-Term vs. Long-Term | Short-Term 31% | | Long-Term 69% | | | | 100% | | Fixed vs. Performance-Based | Fixed 9% | Performance-Based 80% | | | | Other 11% | 100% | | Average NEO | | | | | | | | | Compensation | $651,661 | $1,016,926 | $305,419 | $695,738 | $1,030,173 | $603,030 | $4,302,947 | | % of Total | 15% | 24% | 7% | 16% | 24% | 14% | 100% | | Cash vs. Equity | Total Cash 46% | | | Total Equity 40% | | Other 14% | 100% | | Short-Term vs. Long-Term | Short-Term 39% | | Long-Term 61% | | | | 100% | | Fixed vs. Performance-Based | Fixed 15% | Performance-Based 71% | | | | Other 14% | 100% |

  5. BOARD MEMBER SKILLS

    BOARD MEMBER SKILLS

  6. BOARD MEMBER SKILLS

    | | Executive | Manufacturing | International | Academic | Government | Agriculture | Finance | Risk Management | Corporate Governance | | Samuel R. Allen | ■ | ■ | ■ | | | ■ | | | | | Vance D. Coffman | ■ | ■ | ■ | | | | | | ■ | | Alan C. Heuberger | ■ | | | | | ■ | ■ | | ■ | | Charles O. Holliday, Jr. | ■ | ■ | ■ | | | | ■ | | ■ | | Dipak C. Jain | | | ■ | ■ | | | | | ■ | | Michael O. Johanns | | | ■ | | ■ | ■ | | | ■ | | Clayton M. Jones | ■ | ■ | ■ | | | | ■ | | ■ | | Brian M. Krzanich | ■ | ■ | | | | | | | ■ | | Gregory R. Page | ■ | ■ | ■ | | | ■ | ■ | | ■ | | Sherry M. Smith | ■ | | | | | | ■ | | | | Dmitri L. Stockton | ■ | | ■ | | | | ■ | ■ | ■ | | Sheila G. Talton | ■ | | ■ | | | | | ■ | ■ |

  7. BOARD MEMBER SKILLS

    ■ Audit committee financial expert under Securities and Exchange Commission (SEC) rules

  8. BOARD MEMBER SKILLS

    | 8 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  9. BOARD MEMBER SKILLS

    | Samuel R. Allen | Chairman and Chief Executive Officer of Deere & Company |

  10. BOARD MEMBER SKILLS

    | AGE: 64 DIRECTOR SINCE: 2009 COMMITTEES: Executive (Chair) | Current and Past Positions Positions at Deere: –Chairman and Chief Executive Officer since February 2010 –President and Chief Executive Officer — August 2009 to February 2010 –President and Chief Operating Officer — June 2009 to August 2009 –President, Worldwide Construction & Forestry Division and John Deere Power Systems — March 2005 to June 2009 –President, Global Financial Services, John Deere Power Systems, and Corporate Human Resources — November 2003 to March 2005 Other Current Directorships –Whirlpool Corporation (since 2010) | Key Qualifications, Experiences, and Attributes Based on his professional background and prior Deere Board experience, the following qualifications led the Board to conclude that Mr. Allen should serve on Deere’s Board of Directors: his leadership experience as an officer of Deere since 2001; the breadth of his management experiences within, and knowledge of, each of Deere’s major global operations; and his subject matter knowledge in the areas of engineering, manufacturing, and industrial management. |

  11. BOARD MEMBER SKILLS

    | Vance D. Coffman | Retired Chairman of Lockheed Martin Corporation |

  12. BOARD MEMBER SKILLS

    | AGE: 73 DIRECTOR SINCE: 2004 COMMITTEES: Compensation (Chair), Corporate Governance, Executive PRESIDING DIRECTOR SINCE 2016 | Current and Past Positions Positions at Lockheed Martin Corporation (aerospace, defense, and information technology): –Chairman — April 1998 to April 2005 –Chief Executive Officer — August 1997 to August 2004 Other Current Directorships –3M Company (since 2002) Previous Directorships –Amgen Inc. (2007 to 2016) | Key Qualifications, Experiences, and Attributes Based on his professional background and prior Deere Board experience, the following qualifications led the Board to conclude that Mr. Coffman should serve on Deere’s Board of Directors: his leadership qualities developed from his service as Chairman and Chief Executive Officer of Lockheed Martin; the breadth of his experiences in corporate governance and other areas of oversight while serving as a member of the boards of directors of other global corporations; and his subject matter knowledge in the areas of engineering, manufacturing, and finance. |

  13. BOARD MEMBER SKILLS

    | 9 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  14. BOARD MEMBER SKILLS

    | Alan C. Heuberger | Senior Manager, BMGI |

  15. BOARD MEMBER SKILLS

    | AGE: 44 DIRECTOR SINCE: 2016 COMMITTEES: Audit Review, Finance | Current and Past Positions Positions at BMGI (private investment management): –Senior Manager — since 2004 –Investment Analyst — 1996 to 2004 Previous Directorships –GAMCO Investors, Inc. (2004 to 2006) | Key Qualifications, Experiences, and Attributes Based on his professional background and prior Deere Board experience, the following qualifications led the Board to conclude that Mr. Heuberger should serve on Deere’s Board of Directors: his leadership qualities developed from his service as Senior Manager of BMGI; the breadth of his experience in governance, strategy, and other areas of oversight while serving as a member of the board of directors and advisors of various asset management entities and privately-held corporations; and his subject matter knowledge in the areas of agriculture industry investments, asset management, finance, and economics. |

  16. BOARD MEMBER SKILLS

    | Charles O. Holliday, Jr. | Chairman of Royal Dutch Shell plc |

  17. BOARD MEMBER SKILLS

    | AGE: 69 DIRECTOR SINCE: 2007 to 2016 2018 COMMITTEES: Compensation, Corporate Governance | Current and Past Positions –Chairman of Royal Dutch Shell plc (oil and natural gas exploration, refining, and product sales) — since May 2015 –Chairman of the National Academy of Engineering (nonprofit engineering institution) — July 2012 to July 2016 –Chairman of Bank of America Corporation (banking, investing, and asset management) — April 2010 to October 2014) –Chairman from January 1999 to December 2009 and Chief Executive Officer from 1998 through 2008 of DuPont (agricultural, electronics, material science, safety and security, and biotechnology) Other Current Directorships –HCA Holdings, Inc. (since 2016) –Royal Dutch Shell plc (since 2010) Previous Directorships –Bank of America Corporation (2009 to 2014) –CH2M HILL Companies, Ltd. (2009 to 2017) –E. I. du Pont de Nemours and Company (1998 to 2009) | Key Qualifications, Experiences, and Attributes Based on his professional background and prior Deere Board experience, the following qualifications led the Board to conclude that Mr. Holliday should serve on Deere’s Board of Directors: his leadership qualities developed from his experiences while serving as Chairman of Royal Dutch Shell, Chairman of the National Academy of Engineering, Chairman of Bank of America Corporation, and Chairman and Chief Executive Officer of DuPont; the breadth of his experiences in auditing, compensation, and other areas of oversight while serving as a member of the boards of directors of other global corporations; and his subject matter knowledge in the areas of engineering, finance, business development, and corporate responsibility. |

  18. BOARD MEMBER SKILLS

    | 10 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  19. BOARD MEMBER SKILLS

    | Dipak C. Jain | Co-President/Global Advisor, China Europe International Business School |

  20. BOARD MEMBER SKILLS

    | AGE: 60 DIRECTOR SINCE: 2002 COMMITTEES: Audit Review, Finance | Current and Past Positions –Co-President/Global Advisor, China Europe International Business School — since December 2017 –Director, Sasin Graduate Institute of Business Administration (international graduate business school) — August 2014 to August 2017 –Chaired Professor of Marketing, INSEAD (international graduate business school) — March 2013 to August 2014 –Dean, INSEAD — May 2011 to March 2013 –Dean, Kellogg School of Management, Northwestern University — July 2001 to September 2009 –Associate Dean for Academic Affairs, Kellogg School of Management, Northwestern University — 1996 to 2001 –Sandy and Morton Goldman Professor of Entrepreneurial Studies and Professor of Marketing, Kellogg School of Management, Northwestern University — 1994 to 2001 and since 2009 Other Current Directorships –Reliance Industries Limited, India (since 2005) –Global Logistics Properties Limited, Singapore (since 2010) Previous Directorships –Northern Trust Corporation (2004 to 2017) | Key Qualifications, Experiences, and Attributes Based on his professional background and prior Deere Board experience, the following qualifications led the Board to conclude that Mr. Jain should serve on Deere’s Board of Directors: his leadership qualities developed from his experiences while serving as Director or Dean at several prominent graduate business schools and as a foreign affairs advisor for the Prime Minister of Thailand; the breadth of his experiences in compensation, corporate governance, and other areas of oversight while serving as a member of the boards of directors of other global corporations; and his subject matter knowledge in the areas of marketing, global product diffusion, and new product forecasting and development. |

  21. BOARD MEMBER SKILLS

    | Michael O. Johanns | Retired United States Senator from Nebraska |

  22. BOARD MEMBER SKILLS

    | AGE: 67 DIRECTOR SINCE: 2015 COMMITTEES: Audit Review, Corporate Governance | Current and Past Positions –United States Senator from Nebraska — January 2009 to January 2015 –United States Secretary of Agriculture — January 2005 to September 2007 –Governor of Nebraska — 1999 to 2005 Other Current Directorships –Burlington Capital, LLC. (since 2016) | Key Qualifications, Experiences, and Attributes Based on his professional background and prior Deere Board experience, the following qualifications led the Board to conclude that Mr. Johanns should serve on Deere’s Board of Directors: his leadership qualities developed from his service in state and federal government, including serving as Governor of Nebraska; the breadth of his experiences in law, governance, and other areas of oversight while serving as a partner of a law firm and a member of the U.S. Senate and various Senate committees; and his subject matter knowledge in the areas of agriculture, banking, commerce, and foreign trade. |

  23. BOARD MEMBER SKILLS

    | 11 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  24. BOARD MEMBER SKILLS

    | Clayton M. Jones | Retired Chairman of Rockwell Collins, Inc. |

  25. BOARD MEMBER SKILLS

    | AGE: 68 DIRECTOR SINCE: 2007 COMMITTEES: Compensation, Corporate Governance (Chair), Executive | Current and Past Positions Positions at Rockwell Collins, Inc. (aviation electronics and communications): –Chairman - July 2013 to July 2014 –Chairman and Chief Executive Officer — September 2012 to July 2013 –Chairman, President, and Chief Executive Officer — June 2002 to September 2012 Other Current Directorships –Cardinal Health, Inc. (since 2012) –Motorola Solutions, Inc. (since 2015) Previous Directorships –Rockwell Collins, Inc. (2001 to 2014) | Key Qualifications, Experiences, and Attributes Based on his professional background and prior Deere Board experience, the following qualifications led the Board to conclude that Mr. Jones should serve on Deere’s Board of Directors: his leadership qualities developed from his service as Chairman and Chief Executive Officer of Rockwell Collins; the breadth of his experiences in finance, compensation, and other areas of oversight while serving as a member of the boards of directors of other global corporations; and his subject matter knowledge in the areas of government affairs and marketing. |

  26. BOARD MEMBER SKILLS

    | Brian M. Krzanich | Chief Executive Officer of Intel Corporation |

  27. BOARD MEMBER SKILLS

    | AGE: 57 DIRECTOR SINCE: 2016 COMMITTEES: Compensation, Corporate Governance | Current and Past Positions Positions at Intel Corporation (advanced integrated digital technology platforms): –Chief Executive Officer since May 2013 –Executive Vice President and Chief Operating Officer — 2012 to May 2013 –Senior Vice President and General Manager of Manufacturing and Supply Chain — 2010 to 2012 –Vice President and General Manager of Worldwide Manufacturing and Systems — 2007 to 2010 Other Current Directorships –Intel Corporation (since 2013) | Key Qualifications, Experiences, and Attributes Based on his professional background and prior Deere Board experience, the following qualifications led the Board to conclude that Mr. Krzanich should serve on Deere’s Board of Directors: his leadership qualities developed from his service as Chief Executive Officer and Chief Operating Officer of Intel; the breadth of his experiences in corporate governance, strategy, and other areas of oversight while serving as a member of the boards of directors of Intel and the Semiconductor Industry Association; and his subject matter knowledge in the areas of manufacturing, operations, information technology, human resources, and supply chain management. |

  28. BOARD MEMBER SKILLS

    | 12 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  29. BOARD MEMBER SKILLS

    | Gregory R. Page | Retired Executive Director of Cargill, Incorporated |

  30. BOARD MEMBER SKILLS

    | AGE: 66 DIRECTOR SINCE: 2013 COMMITTEES: Finance (Chair), Audit Review, Executive | Current and Past Positions Positions at Cargill, Incorporated (agricultural, food, financial, and industrial products and services): –Executive Director — September 2015 to August 2016 –Executive Chairman — December 2013 to September 2015 –Chairman and Chief Executive Officer — 2011 to December 2013 –Chairman, Chief Executive Officer, and President — 2007 to 2011 –President and Chief Operating Officer — 2000 to 2007 Other Current Directorships –Eaton Corporation plc (since 2003) –3M Company (since 2016) Previous Directorships –Carlson, Inc. (2010 to 2015) –Cargill, Incorporated (2007 to 2016) | Key Qualifications, Experiences, and Attributes Based on his professional background and prior Deere Board experience, the following qualifications led the Board to conclude that Mr. Page should serve on Deere’s Board of Directors: his leadership qualities developed from his experiences while serving as Chairman and Chief Executive Officer of Cargill; the breadth of his experiences in auditing, corporate governance, and other areas of oversight while serving as a member of the boards of directors of other global corporations; and his subject matter knowledge in the areas of commodities, agriculture, operating processes, finance, and economics. |

  31. BOARD MEMBER SKILLS

    | Sherry M. Smith | Former Executive Vice President and Chief Financial Officer of Supervalu Inc. |

  32. BOARD MEMBER SKILLS

    | AGE: 56 DIRECTOR SINCE: 2011 COMMITTEES: Audit Review (Chair), Finance, Executive | Current and Past Positions Positions at Supervalu Inc. (retail and wholesale grocery and retail general merchandise products): –Executive Vice President and Chief Financial Officer — December 2010 to August 2013 –Senior Vice President, Finance — 2005 to 2010 –Senior Vice President, Finance and Treasurer — 2002 to 2005 Other Current Directorships –Piper Jaffray Companies (since 2016) –Realogy Holdings Corp. (since 2014) –Tuesday Morning Corporation (since 2014) | Key Qualifications, Experiences, and Attributes Based on her professional background and prior Deere Board experience, the following qualifications led the Board to conclude that Ms. Smith should serve on Deere’s Board of Directors: her leadership qualities developed from her experience while serving as a senior executive and as Chief Financial Officer of Supervalu; the breadth of her experiences in auditing, finance, accounting, compensation, strategic planning, and other areas of oversight while serving as a member of the boards of directors of other public corporations; her family farming background; and her subject matter knowledge in the areas of finance, accounting, and food and supply chain management. |

  33. BOARD MEMBER SKILLS

    | 13 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  34. BOARD MEMBER SKILLS

    | Dmitri L. Stockton | Retired Special Advisor to Chairman and Senior Vice President of General Electric Company and Former Chairman, President, and Chief Executive Officer of GE Asset Management Incorporated |

  35. BOARD MEMBER SKILLS

    | AGE: 53 DIRECTOR SINCE: 2015 COMMITTEES: Compensation, Finance | Past Positions –Special Advisor to the Chairman and Senior Vice President of General Electric Company (power and water, aviation, oil and gas, healthcare, appliances and lighting, energy management, transportation and financial services) - July 2016 to March 2017 –Chairman, President, and Chief Executive Officer of GE Asset Management Incorporated (global investments) and Senior Vice President of General Electric Company — May 2011 to December 2016 –President and Chief Executive Officer of GE Capital Global Banking and Senior Vice President of GE London — December 2008 to April 2011 –President and Chief Executive Officer of GE Consumer Finance, Central & Eastern Europe - October 2004 to December 2008 Previous Directorships –GE Asset Management Incorporated (2011 to 2016) –GE RSP U.S. Equity Fund and GE RSP Income Fund (2011 to 2016) –Elfun Funds (six directorships) (2011 to 2016) –Synchrony Financial (2014 to 2015) | Key Qualifications, Experiences, and Attributes Based on his professional background and prior Deere Board experience, the following qualifications led the Board to conclude that Mr. Stockton should serve on Deere’s Board of Directors: his leadership qualities developed from his service as Chairman, President, and Chief Executive Officer of GE Asset Management and as a Senior Officer of other global operations; the breadth of his experiences in risk management, governance, regulatory compliance, and other areas of oversight while serving as a member of the boards of directors and trustees of global asset management, investment, and employee benefit entities; and his subject matter knowledge in the areas of finance, banking, and asset management. |

  36. BOARD MEMBER SKILLS

    | Sheila G. Talton | President and Chief Executive Officer of Gray Matter Analytics |

  37. BOARD MEMBER SKILLS

    | AGE: 65 DIRECTOR SINCE: 2015 COMMITTEES: Audit Review, Finance | Current and Past Positions –President and Chief Executive Officer of Gray Matter Analytics (data analytics consulting services for financial services and healthcare industries) since 2013 –President and Chief Executive Officer of SGT Ltd. (strategy and technology consulting services) — 2011 to 2013 –Vice President of Cisco Systems, Inc. (information technology and solutions) — 2008 to 2011 Other Current Directorships –OGE Energy Corporation (since 2013) –Sysco Corporation (since 2017) –Wintrust Financial Corporation (since 2012) Previous Directorships –Acco Brands Corporation (2010 to 2015) | Key Qualifications, Experiences, and Attributes Based on her professional background and prior Deere Board experience, the following qualifications led the Board to conclude that Ms. Talton should serve on Deere’s Board of Directors: her leadership qualities developed from her service as President and Chief Executive Officer of Gray Matter Analytics and as an officer of other global technology and consulting firms; the breadth of her experiences in compensation, governance, risk management, and other areas of oversight while serving as a member of the boards of directors of other public corporations; and her subject matter knowledge in the areas of technology, data analytics, and global strategies. |

  38. BOARD MEMBER SKILLS

    | 14 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  39. BOARD MEMBER SKILLS

    | Corporate Governance |

  40. BOARD MEMBER SKILLS

    Corporate Governance Highlights At Deere, we recognize that strong corporate governance contributes to long-term stockholder value. We are committed to sound governance practices, including those described below:

  41. BOARD MEMBER SKILLS

    | INDEPENDENCE –All of our director nominees, except our CEO, are independent –The independent Presiding Director has a role with significant governance responsibilities –All standing Board committees other than the Executive Committee are composed wholly of independent directors –Independent directors meet regularly in executive session without management present | BEST PRACTICES –Directors may not stand for reelection after their 75th birthdays, absent Board approval under rare circumstances –Our recoupment policy requires an executive to return any incentive compensation found to have been awarded erroneously due to accounting misconduct –Directors and executives are subject to stock ownership requirements –Directors and executives are prohibited from hedging or pledging their Deere stock | | ACCOUNTABILITY –All directors are elected annually –In uncontested elections, directors are elected by majority vote –The Board and each Board committee conducts an annual performance self-evaluation –Stockholders have the ability to include nominees in our proxy statement (so-called proxy access rights) | RISK OVERSIGHT –The Board oversees Deere’s overall risk-management structure –Individual Board committees oversee certain risks related to their specific areas of responsibility –We have robust risk management processes throughout the company |

  42. BOARD MEMBER SKILLS

    Our Values At Deere, our actions are guided by our core values: integrity, quality, commitment, and innovation. We strive to live up to these values in everything we do – not just because it is good business, but because it is the right thing to do. We are committed to strong corporate governance as a means of upholding these values and ensuring that we are accountable to our stockholders. Director Independence The Board has adopted categorical standards (see Appendix A) that help us evaluate each director’s independence. Specifically, these standards are intended to assist the Board in determining whether certain relationships between our directors and Deere or its affiliates are “material relationships” for purposes of the New York Stock Exchange (NYSE) independence standards. The categorical standards establish thresholds, short of which any such relationship is deemed not to be material. In addition, each director’s independence is evaluated under our Related Person Transactions Approval Policy, as discussed in the “Review and Approval of Related Person Transactions” section below. Deere’s independence standards meet or exceed the NYSE’s independence requirements.

  43. BOARD MEMBER SKILLS

    | 15 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  44. BOARD MEMBER SKILLS

    In November 2017, we reviewed the independence of each then-sitting director, applying the independence standards set forth in our Corporate Governance Policies. The reviews considered relationships and transactions between each director (and the director’s immediate family and affiliates) and Deere, Deere’s management, and Deere’s independent registered public accounting firm. Based on this review, the Board affirmatively determined at its regular December 2017 meeting that no director other than Mr. Allen has a material relationship with Deere and its affiliates and that each director other than Mr. Allen is independent as defined in our Corporate Governance Policies and the NYSE’s listing standards. Mr. Allen is not an independent director because of his employment relationship with Deere. Board Leadership Structure The Chairman of the Board also serves as Deere’s Chief Executive Officer. The Board believes that combining the Chairman and Chief Executive Officer roles is the most appropriate structure for Deere at this time for three reasons: 1.This structure has served our stockholders well through many economic cycles, business challenges, and leadership successions. 2.The Board’s governance processes preserve Board independence by ensuring discussion among independent directors and independent evaluation of and communication with members of senior management. 3.The enhanced role of the independent Presiding Director provides a strong counterbalance to the combined Chairman and Chief Executive Officer roles. Presiding Director Vance D. Coffman has served as our independent Presiding Director since the 2016 Annual Meeting. The Presiding Director is elected by a majority of the independent directors upon a recommendation from the Corporate Governance Committee. The Presiding Director is appointed for a one-year term beginning upon election and expiring upon the selection of a successor. The Board has assigned the Presiding Director the following duties and responsibilities: –Preside at all meetings of the Board at which the Chairman is not present, including executive sessions of the independent directors; –Serve as liaison between the Chairman and the independent directors; –In consultation with the Chairman, review and approve the schedule of meetings of the Board, the proposed agendas, and the materials to be sent to the Board; –Call meetings of the independent directors when necessary; and –Remain available for consultation and direct communication with Deere’s stockholders. The Board believes the role of the Presiding Director exemplifies Deere’s continuing commitment to strong corporate governance and Board independence. Board Meetings Under Deere’s bylaws, regular meetings of the Board are held at least quarterly. Our typical practice is to schedule at least one Board meeting per year at a company location other than our World Headquarters so directors have an opportunity to observe different aspects of our business first-hand. The Board met five times during fiscal 2017. Directors are expected to attend Board meetings, meetings of committees on which they serve, and stockholder meetings. More to the point, directors are expected to spend the time needed and meet as frequently as necessary to properly discharge their responsibilities. During fiscal 2017, all incumbent directors attended 75% or more of the meetings of the Board and committees on which they served. Overall attendance at Board and committee meetings was 99%. All directors then in office attended the Annual Meeting of Stockholders in February 2017.

  45. BOARD MEMBER SKILLS

    | 16 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  46. BOARD MEMBER SKILLS

    Each Board meeting normally begins or ends with a session between the CEO and the independent directors. This provides a platform for discussions outside the presence of the non-Board management attendees. The independent directors may meet in executive session, without the CEO, at any time, but such non-management executive sessions are scheduled and typically occur at each regular Board meeting. The Presiding Director presides over these executive sessions. Board Committees The Board has delegated some of its authority to five committees: the Executive Committee, the Audit Review Committee, the Compensation Committee, the Corporate Governance Committee, and the Finance Committee. The Board approved the rotation of certain directors’ committee memberships effective February 2016. The Board believes that committee rotation is generally desirable to ensure that committees regularly benefit from new perspectives. Each of our Board committees has adopted a charter that complies with current NYSE rules relating to corporate governance matters. Copies of the committee charters are available at www.deere.com/corpgov and may also be obtained upon request to the Deere & Company Stockholder Relations Department. Each committee (other than the Executive Committee, which did not meet in 2017 and of which Mr. Allen serves as chair) is composed solely of independent directors. The committee structure and memberships described below reflect the changes that became effective in February 2017. Every committee other than the Executive Committee regularly reports on its activities to the full Board.

  47. BOARD MEMBER SKILLS

    | EXECUTIVE COMMITTEE 2017 meetings: 0 Members: Samuel R. Allen (Chair) Vance D. Coffman Clayton M. Jones Gregory R. Page Sherry M. Smith | –Acts on matters requiring Board action between meetings of the full Board –Has authority to act on certain significant matters, limited by our bylaws and applicable law –All members, other than Mr. Allen, are independent | | AUDIT REVIEW COMMITTEE 2017 meetings: 5 Members: Sherry M. Smith (Chair) Alan C. Heuberger Dipak C. Jain Michael O. Johanns Gregory R. Page Sheila G. Talton | –Oversees the independent registered public accounting firm’s qualifications, independence, and performance –Assists the Board in overseeing the integrity of our financial statements, compliance with legal requirements, and the performance of our internal auditors –Pre-approves all audit and allowable non-audit services by the independent registered public accounting firm –With the assistance of management, approves the selection of the independent registered public accounting firm’s lead engagement partner –All members have been determined to be independent and financially literate under current NYSE listing standards –The Board has determined that Ms. Smith, Mr. Heuberger, and Mr. Page are “audit committee financial experts” as defined by the SEC and that each has accounting or related financial management expertise as required by NYSE listing standards |

  48. BOARD MEMBER SKILLS

    | 17 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  49. BOARD MEMBER SKILLS

    | COMPENSATION COMMITTEE 2017 meetings: 6 Members: Vance D. Coffman (Chair) Charles O. Holliday, Jr. Clayton M. Jones Brian M. Krzanich Dmitri L. Stockton | –Makes recommendations to the Board regarding incentive and equity-based compensation plans –Evaluates and approves the compensation of our executive officers (except for the compensation of our CEO, which is approved by the full Board), including reviewing and approving the performance goals and objectives that will affect that compensation –Evaluates and approves compensation granted pursuant to Deere’s equity-based and incentive compensation plans, policies, and programs –Retains, oversees, and assesses the independence of compensation consultants and other advisors –Oversees our policies on structuring compensation programs for executive officers to preserve tax deductibility –Reviews and discusses the CD&A with management and determines whether to recommend to the Board that the CD&A be included in our filings with the SEC –All members have been determined to be independent under current NYSE listing standards, including those standards applicable specifically to compensation committee members | | CORPORATE GOVERNANCE COMMITTEE 2017 meetings: 4 Members: Clayton M. Jones (Chair) Vance D. Coffman Charles O. Holliday, Jr. Michael O. Johanns Brian M. Krzanich | –Monitors corporate governance policies and oversees our Center for Global Business Conduct –Reviews senior management succession plans and identifies and recommends to the Board individuals to be nominated as directors –Makes recommendations concerning the size, composition, committee structure, and fees for the Board –Reviews and reports to the Board on the performance and effectiveness of the Board –Oversees the evaluation of our management –All members have been determined to be independent under current NYSE listing standards | | FINANCE COMMITTEE 2017 meetings: 3 Members: Gregory R. Page (Chair) Alan C. Heuberger Dipak C. Jain Sherry M. Smith Dmitri L. Stockton Sheila G. Talton | –Reviews the policies, practices, strategies, and risks relating to Deere’s financial affairs –Exercises oversight of the business of Deere’s Financial Services segment –Formulates our pension funding policies –Oversees our pension plans –All members have been determined to be independent under current NYSE listing standards |

  50. BOARD MEMBER SKILLS

    | 18 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  51. BOARD MEMBER SKILLS

    Board Oversight of Risk Management The Board believes that strong and effective internal controls and risk management processes are essential for achieving long-term stockholder value. The Board, directly and through its committees, is responsible for monitoring risks that may affect Deere. RISK MANAGEMENT APPROACH We maintain a structured risk management approach to facilitate our strategic business objectives. To that end, we identify and categorize risks and then escalate them as needed. Our internal risk management structure is administered by a Management Risk Committee consisting of the CEO and his direct reports. This committee provides periodic reports to the Board regarding Deere’s risk management processes and reviews with the Board high-priority areas of enterprise risk. Dedicated risk management reports typically take place at regularly scheduled Board meetings each February and August, and risk management topics are discussed as needed at other Board and committee meetings. BOARD AND COMMITTEE RISK OVERSIGHT RESPONSIBILITIES Each Board committee is responsible for oversight of risk categories related to the committee’s specific area of focus, while the full Board exercises ultimate responsibility for overseeing the risk management function as a whole. The areas of risk oversight exercised by the Board and its committees are:

  52. BOARD MEMBER SKILLS

    | Who is responsible? | Primary areas of risk oversight | | Full Board | Oversees overall risk management function and regularly receives and evaluates reports and presentations from the chairs of the individual Board committees on risk-related matters falling within each committee’s oversight responsibilities. | | Audit Review Committee | Monitors operational, strategic, and legal and regulatory risks by regularly reviewing reports and presentations given by management, including our Senior Vice President and General Counsel, Senior Vice President and Chief Financial Officer, and Vice President, Internal Audit, as well as other operational personnel. Regularly reviews our risk management practices and risk-related policies (for example, Deere’s risk management and insurance portfolio, and legal and regulatory reviews) and evaluates potential risks related to internal control over financial reporting. | | Compensation Committee | Monitors potential risks related to the design and administration of our compensation plans, policies, and programs, including our performance-based compensation programs, to promote appropriate incentives that do not encourage executive officers or employees to take unnecessary and/or excessive risks. | | Corporate Governance Committee | Monitors potential risks related to our governance practices by, among other things, reviewing succession plans and performance evaluations of the Board and CEO, monitoring legal developments and trends regarding corporate governance practices, monitoring the Code of Business Conduct, and evaluating potential related person transactions. Monitors risks relating to environmental factors, as well as product safety and other compliance matters. | | Finance Committee | Monitors operational and strategic risks related to Deere’s financial affairs, including capital structure and liquidity risks, and reviews the policies and strategies for managing financial exposure and contingent liabilities. Monitors potential risks related to funding our U.S. qualified pension plans (other than the defined contribution savings and investment plans) and monitors compliance with applicable laws and internal policies and objectives. |

  53. BOARD MEMBER SKILLS

    | 19 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  54. BOARD MEMBER SKILLS

    Stockholder Outreach To ensure the continued delivery of sustainable, long-term value to our stockholders, we engage in regular dialogue with them. During 2017, we discussed governance, executive compensation, and other issues with stockholders representing more than 43% of our outstanding shares. The Board considers feedback from these conversations during its deliberations, and we regularly review and adjust our corporate governance structure and executive compensation policies and practices in response to comments from our stockholders. Communication with the Board If you wish to communicate with the Board, you may send correspondence to: Corporate Secretary, Deere & Company, One John Deere Place, Moline, Illinois 61265-8098. The Corporate Secretary will submit your correspondence to the Board or the appropriate committee, as applicable. You may communicate directly with the Presiding Director by sending correspondence to: Presiding Director, Board of Directors, Deere & Company, Department A, One John Deere Place, Moline, Illinois 61265-8098. Corporate Governance Policies Because we believe corporate governance is integral to creating long-term stockholder value, our Board of Directors has adopted company-wide Corporate Governance Policies, which are periodically reviewed and revised as appropriate to ensure that they reflect the Board’s corporate governance objectives. Please visit the Corporate Governance section of our website (www.deere.com/corpgov) to learn more about our corporate governance practices and to access the following materials: –Corporate Governance Policies –Code of Ethics –Guiding Principles –Global Conflict Minerals Policy –Charters for our Board Committees –Code of Business Conduct –Supplier Code of Conduct Political Contributions To promote transparency and good corporate citizenship, since 2012 we have provided voluntary disclosure relating to the political contributions of Deere and its political action committee. This information is publicly available at www.deere.com/politicalcontributions.

  55. BOARD MEMBER SKILLS

    | 20 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  56. Election of Directors Compensation of Directors

    Election of Directors Compensation of Directors

  57. Election of Directors Compensation of Directors

    | Compensation of Directors |

  58. Election of Directors Compensation of Directors

    We have structured the compensation of our non-employee directors with the following objectives in mind:

  59. Election of Directors Compensation of Directors

    | — | Recognize the substantial investment of time and expertise necessary for the directors to discharge their duties to oversee Deere’s global affairs | | — | Align the directors’ interests with the long-term interests of our stockholders | | — | Ensure that compensation is easy to understand and is regarded positively by our stockholders and employees |

  60. Election of Directors Compensation of Directors

    We pay non-employee directors an annual retainer. In addition, committee chairpersons and the Presiding Director receive fees for assuming those responsibilities. Directors who are employees receive no additional compensation for serving on the Board. We do not pay committee member retainers or meeting fees, but we do reimburse directors for expenses related to meeting attendance. To supplement their cash compensation and align their interests with those of our stockholders, non-employee directors are awarded restricted stock units (RSUs) after each Annual Meeting. A person who serves a partial term as a non-employee director will receive a prorated retainer and a prorated RSU award. Compensation for non-employee directors is reviewed annually by the Corporate Governance Committee. At its December 2016 meeting, the Board approved compensation as noted below for non-employee directors as recommended by the Corporate Governance Committee. The following chart describes amounts we pay and the value of awards we grant to non-employee directors:

  61. Election of Directors Compensation of Directors

    | Date Approved by Corporate Governance Committee: Effective Date of Annual Amounts: | August 2013 January 2014 | December 2016 January & March 2017 | | Retainer | $120,000 | $125,000 | | Equity Award | $120,000 | $145,000 | | Presiding Director Fee | $20,000 | $25,000 | | Audit Review Committee Chair Fee | $20,000 | $25,000 | | Compensation Committee Chair Fee | $20,000 | $20,000 | | Corporate Governance Committee Chair Fee | $15,000 | $15,000 | | Finance Committee Chair Fee | $15,000 | $15,000 |

  62. Election of Directors Compensation of Directors

    Under our Non-employee Director Deferred Compensation Plan, directors may choose to defer some or all of their annual retainers until they retire from the Board. For deferrals through December 2016, a director could elect to have these deferrals invested in either an interest-bearing account or an account with a return equivalent to an investment in Deere common stock. For deferrals effective in January 2017 and later, directors may choose from a list of investment options, none of which yield an above-market earnings rate. Our stock ownership guidelines require each non-employee director to own Deere common stock equivalent in value to at least three times the director’s annual cash retainer. This ownership level must be achieved within five years of the date the director joins the Board. Restricted shares (regularly granted to non-employee directors prior to 2008), RSUs, and any common stock held personally by the non-employee director are included in determining whether the applicable ownership threshold has been reached. Other than Mr. Krzanich and Mr. Heuberger, who were first elected to the Board in January and December of 2016, respectively, each non-employee director has achieved stockholdings in excess of the applicable multiple as of the date of this Proxy Statement.

  63. Election of Directors Compensation of Directors

    | 21 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  64. Election of Directors Compensation of Directors

    Election of Directors Compensation of Directors We require non-employee directors to hold all equity awards until the occurrence of one of the following triggering events: retirement from the Board, total and permanent disability, death, or a change in control of Deere combined with a qualifying termination of the director. Directors may not sell, gift, or otherwise dispose of their equity awards before the occurrence of a triggering event. While the restrictions are in effect, non-employee directors may vote their restricted shares (but not shares underlying RSUs) and receive dividends on the restricted shares and dividend equivalents on the RSUs. In fiscal 2017, we provided the following compensation to our nonemployee directors:

  65. Election of Directors Compensation of Directors

    | Name | Fees Earned or Paid in Cash (1) | Stock Awards (2) | Non-Qualified Deferred Compensation Earnings (3) | Total | | Crandall C. Bowles (4) | $139,167 | $144,952 | $– | $284,119 | | Vance D. Coffman | $168,334 | $144,952 | $– | $313,286 | | Alan C. Heuberger (5) | $104,167 | $171,678 | $– | $275,845 | | Dipak C. Jain | $124,167 | $144,952 | $28,570 | $297,689 | | Michael O. Johanns | $124,167 | $144,952 | $– | $269,119 | | Clayton M. Jones | $124,167 | $144,952 | $– | $269,119 | | Brian M. Krzanich | $124,167 | $144,952 | $1,256 | $270,375 | | Gregory R. Page | $139,167 | $144,952 | $683 | $284,802 | | Sherry M. Smith | $148,333 | $144,952 | $1,898 | $295,183 | | Dmitri L. Stockton | $124,167 | $144,952 | $– | $269,119 | | Sheila G. Talton | $124,167 | $144,952 | $– | $269,119 |

  66. Election of Directors Compensation of Directors

    | (1) All fees earned in fiscal 2017 for services as a director, including committee chairperson and Presiding Director fees, whether paid in cash or deferred under the Non-employee Director Deferred Compensation Plan, are included in this column. | | (2) Represents the aggregate grant date fair value of RSUs computed in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718, Compensation – Stock Compensation and does not correspond to the actual value that will be realized by the non-employee directors. The values in this column exclude the effect of estimated forfeitures. All grants are fully expensed in the fiscal year granted based on the grant price (the average of the high and low price for Deere common stock on the grant date). For fiscal 2017, the grant date was March 1, 2017, and the grant price was $111.25. The nonemployee director grant date is seven calendar days after the Annual Meeting. The assumptions made in valuing the RSUs reported in this column are discussed in Note 24, “Stock Option and Restricted Stock Awards,” of our consolidated financial statements filed with the SEC as part of our annual report on Form 10-K for the fiscal year 2017. The following table lists the cumulative restricted shares and RSUs held by the non-employee directors as of October 31, 2017: |

  67. Election of Directors Compensation of Directors

    | Director Name* | Restricted Stock | RSUs | Director Name | Restricted Stock | RSUs | | Crandall C. Bowles (4) | 19,916 | 16,027 | Brian M. Krzanich | — | 2,959 | | Vance D. Coffman | 6,532 | 16,027 | Gregory R. Page | — | 6,479 | | Alan C. Heuberger (5) | — | 1,562 | Sherry M. Smith | — | 8,629 | | Dipak C. Jain | 13,234 | 16,027 | Dmitri L. Stockton | — | 3,773 | | Michael O. Johanns | — | 4,289 | Sheila G. Talton | — | 3,773 | | Clayton M. Jones | 824 | 16,027 | | | |

  68. Election of Directors Compensation of Directors

    | (3) Directors are eligible to participate in the Non-employee Director Deferred Compensation Plan. Under this plan, participants may defer part or all of their annual cash compensation. Through December 2016, two investment choices were available for these deferrals: |

  69. Election of Directors Compensation of Directors

    | — | an interest-bearing alternative that pays interest at the end of each calendar quarter (i) for amounts deferred between fiscal 2010 and fiscal 2016, at a rate based on the Moody’s “A”-rated Corporate Bond Rate and (ii) for amounts deferred prior to fiscal 2010, at a rate based on the prime rate as determined by the Federal Reserve Statistical Release plus 2% | | — | an equity alternative denominated in units of Deere common stock that earns additional shares each quarter at the quarterly dividend rate on Deere common stock |

  70. Election of Directors Compensation of Directors

    | Amounts included in this column represent the above-market earnings on any amounts deferred under the Non-employee Director Deferred Compensation Plan. Above-market earnings represent the difference between the interest rate used to calculate earnings under the applicable investment choice and 120% of the applicable federal long-term rate. | | (4) Ms. Bowles retired from the Board effective December 4, 2017. The compensation amounts reflect a pro-rated retainer fee covering the portion of fiscal 2017 during which she served as director. |

  71. Election of Directors Compensation of Directors

    | 22 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  72. Election of Directors Security Ownership of Certain Beneficial Owners and Management

    | (4) See the Outstanding Equity Awards table (page 60) for additional information regarding equity ownership for NEOs. | | (5) The number of shares shown for all directors and executive officers as a group includes 112,184 shares owned jointly with family members over which the directors and executive officers share voting and investment power. |

  73. Election of Directors Review and Approval of Related Person Transactions

    Election of Directors Review and Approval of Related Person Transactions

  74. Election of Directors Review and Approval of Related Person Transactions

    | Review and Approval of Related Person Transactions |

  75. Election of Directors Review and Approval of Related Person Transactions

    The Board has adopted a Related Person Transactions Approval Policy, which assigns our Corporate Governance Committee the responsibility for reviewing, approving, or ratifying all related person transactions. The Related Person Transactions Approval Policy is concerned with three types of “related persons”:

  76. Election of Directors Review and Approval of Related Person Transactions

    | 1. | executive officers and directors of Deere | | 2. | any holder of 5% or more of Deere’s voting securities | | 3. | immediate family members of anyone in category (1) or (2) |

  77. Election of Directors Review and Approval of Related Person Transactions

    Each year, our directors and executive officers complete questionnaires designed to elicit information about potential related person transactions. In addition, the directors and officers must promptly advise our Corporate Secretary if there are any changes to the information they previously provided. After consultation with our General Counsel, management, and outside counsel, as appropriate, our Corporate Secretary determines whether any transaction is reasonably likely to be a related person transaction. Transactions deemed reasonably likely to be related person transactions are submitted to the Corporate Governance Committee for consideration at its next meeting, unless action is required sooner. In such a case, the transaction would be submitted to the Chairperson of the Corporate Governance Committee, whose determination would be reported to the full committee at its next meeting. When evaluating potential related person transactions, the Corporate Governance Committee or its Chairperson, as applicable, considers all reasonably available relevant facts and circumstances and approves only those related person transactions determined in good faith to be in compliance with or not inconsistent with our Code of Ethics and Code of Business Conduct and in the best interests of our stockholders.

  78. Election of Directors Review and Approval of Related Person Transactions

    | Section 16(a) Beneficial Ownership Reporting Compliance |

  79. Election of Directors Review and Approval of Related Person Transactions

    Section 16(a) of the Securities Exchange Act of 1934 (the Exchange Act) and related regulations require our directors, certain of our officers, and persons who own more than 10% of a registered class of our equity securities to file reports of ownership and changes in ownership with the SEC and to provide copies of those reports to Deere. To assist with these required reports, we have established procedures whereby directors and officers provide us with the relevant information regarding their transactions in Deere shares and we prepare and file the ownership reports on their behalf. In addition, our directors and officers have provided written statements regarding their Deere stock ownership and reports. Based solely upon a review of these statements and reports, we believe that all Section 16(a) filing requirements applicable to our insiders were complied with during fiscal 2017 except for the following: due to a miscommunication, a statement of changes in beneficial ownership of securities on Form 4 for Marc A. Howze was not timely filed for his transfer out of units in the company stock fund of Deere’s 401(k) Savings and Investment Plan on November 30, 2016. The Form 4 for Mr. Howze was filed on December 6, 2016. A Form 3 for Cory J. Reed, filed on November 2, 2016, omitted shares received from a settlement of restricted stock units. An amendement to the Form 3 was filed on January 3, 2018.

  80. Election of Directors Review and Approval of Related Person Transactions

    | 25 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  81. Election of Directors Review and Approval of Related Person Transactions

    | Advisory Vote on Executive Compensation | | Item 2 – Advisory Vote on Executive Compensation |

  82. Election of Directors Review and Approval of Related Person Transactions

    In accordance with Section 14A of the Exchange Act, we are asking our stockholders to approve, on an advisory basis, the compensation of the executives named in the Summary Compensation Table of this Proxy Statement. Deere’s practice, which was approved by our stockholders at the 2017 Annual Meeting, is to conduct this non-binding vote annually. Supporting Statement PAY FOR PERFORMANCE Deere’s compensation philosophy is to pay for performance, support Deere’s business strategies, and offer competitive compensation. Our compensation programs consist of complementary elements that reward achievement of both short-term and long-term objectives. The metrics used for our incentive programs are either associated with operating performance or are based on a function of Deere’s stock price with linkage to revenue growth and Total Shareholder Return (TSR). See “Review of Pay for Performance Relative to Peer Group” (see page 35) in the CD&A, which highlights our success in connecting executive compensation with Deere’s financial performance. PROGRAM DESIGN The CD&A offers a detailed description of our compensation programs and philosophy. Our compensation approach is supported by the following principles, among others, as fully described in the CD&A:

  83. Election of Directors Review and Approval of Related Person Transactions

    | — | We strive to attract, retain, and motivate high-caliber executives | | — | As executives assume more responsibility, we increase the portion of their total compensation that is at-risk and that is tied to long-term incentives | | — | We recognize the cyclical nature of our equipment businesses and the need to manage value throughout the business cycle | | — | We provide opportunities for NEOs to be long-term stockholders of Deere | | — | We structure our compensation program to be regarded positively by our stockholders and employees |

  84. Election of Directors Review and Approval of Related Person Transactions

    At our 2017 Annual Meeting, we held a stockholder advisory vote on executive compensation in which stockholders approved the advisory vote on the compensation of our NEOs. The Board believes that the executive compensation as disclosed in the CD&A, the accompanying tables, and other disclosures in this Proxy Statement is consistent with our compensation philosophy and aligns with the pay practices of our peer group.

  85. Election of Directors Review and Approval of Related Person Transactions

    | | FOR THE REASONS STATED, THE BOARD OF DIRECTORS RECOMMENDS THAT YOU VOTE “FOR” THE FOLLOWING NON-BINDING RESOLUTION: |

  86. Election of Directors Review and Approval of Related Person Transactions

    “RESOLVED, that the stockholders approve the compensation of the NEOs as disclosed in this Proxy Statement pursuant to the compensation disclosure rules of the SEC, including the CD&A, tabular disclosures, and other narrative executive compensation disclosures.”

  87. Election of Directors Review and Approval of Related Person Transactions

    | 26 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  88. Advisory Vote on Executive Compensation Compensation Discussion & Analysis

    | Total Direct Compensation | | | | Total Indirect Compensation | | Short-Term Compensation | | Long-Term Compensation | | Other Compensation and Benefits | | Base Salary | STI | MTI | LTI | | | Fixed cash component | Annual cash award for profitability and efficient operations during the fiscal year | Cash award for sustained profitable growth during a three-year period | Equity award for creating stockholder value as reflected by Deere’s stock price, revenue growth, and TSR | Perquisites, retirement benefits, deferred compensation benefits, additional benefits payable upon a change in control | | | Metrics: Operating Return on Operating Assets (OROA), Return On Equity (ROE)*, Net sales and revenue and net income in current-year performance | Metric: Shareholder Value Added (SVA) | Metrics: Revenue Growth & Total Shareholder Return | |

  89. Advisory Vote on Executive Compensation Compensation Discussion & Analysis

    Our incentive program reflects the long-term, cyclical nature of our industry and provides a framework for both executive and broad-based, non-executive programs to ensure that all employees pursue the same financial and operational goals. The STI drives focus on near-term results, while a two-tiered long-term incentive program — MTI and LTI — reward growth and sustainable profitability over a longer period. Introduced in 2004, the cash-based MTI rewards sustained profitable growth and replaced an equity program that was costly and dilutive to stockholders. MTI differs from LTI in that it motivates actionable behavior for long-term profitability and asset management. Given the long-term, cyclical nature of our industry, the STI and MTI metrics create different, yet complementary, incentives. In the years since the Board adopted these two incentive plans, we have demonstrated the ability to manage through various business and market conditions more profitably and to consistently generate operating cash flow, (especially compared to peer group companies (see the OROA chart on page 40 and the Return on Invested Capital (ROIC) chart on page 48). The current combination of cash- and equity-based long-term compensation reflects the current peer group practice, with about 50% maintaining a similar mix.

  90. Advisory Vote on Executive Compensation Executive Summary

    Advisory Vote on Executive Compensation Executive Summary To align compensation with our business strategy of exceptional operating performance, we historically have used OROA and ROE as the metrics for our STI plan. These metrics are designed to inspire the efficient use of assets and capital. STI goals are determined each year based on where we are in the business cycle to ensure that goals are uniformly challenging in all economic conditions. In fiscal 2017, we used two additional metrics — net sales and revenue and net income — to determine STI awards. These new metrics reflect the importance of excellent near-term financial execution. To align compensation with disciplined growth, we use SVA as the metric for our MTI plan. SVA measures our success in delivering sustained growth in economic profitability over a three-year performance period. To align compensation with exceptional equity appreciation and to motivate and reward sustained outperformance, our Long-Term Incentive (LTI) plan uses stock options and restricted stock units (RSUs), whose ultimate values are tied to Deere’s stock price, and performance stock units (PSUs), which are earned (or not) based on Deere’s relative revenue growth and TSR as compared to the S&P Industrial Sector. Here are some of the key drivers that affect the STI, MTI, and LTI metrics on a short- and long-term basis.

  91. Advisory Vote on Executive Compensation Executive Summary

    | DRIVERS OF ONE-YEAR OROA AND ROE (STI) | DRIVERS OF THREE-YEAR SVA (MTI) | DRIVERS OF REVENUE GROWTH AND TSR (LTI) | | —Operating cost management —Disciplined asset management —Efficient use of equity —Near-term business execution | —Cost management decisions with a long-term focus —Efficient use of long-term assets —Long-term investment decisions for capital and Research and Development (R&D) —World-class distribution systems —Technology innovation | —Market conditions —Market share —Successful execution of business strategy —Stock price appreciation over the long-term |

  92. Advisory Vote on Executive Compensation Executive Summary

    | | | 2016 | 2017 | % Change | | STI | OROA | 14.41% | 21.18% | 47% | | | ROE | 10.43% | 10.61% | 2% | | | Net Sales and Revenue | n/a | $29,363M(1) | n/a | | | Net Income | n/a | $1,923M(1) | n/a | | | Payout | 137% | 184% | 34% | | MTI | 3-Year Accumulated SVA | $3,812M | $2,382M | -38% | | | Payout | 106% | 53% | -50% | | LTI-Revenue Growth | Deere Growth Rate | (11.08)% | (6.23)% | +4.85 pts | | | PSU Payout | 0% | 0% | n/a | | LTI-TSR | Stock Price as of 31 Oct. | $88.30 | $132.88 | 50% | | | 3-Year TSR as of 31 Oct. | 5.43% | 18.87% | 248% | | | PSU Payout | 67% | 200% | 199% |

  93. Advisory Vote on Executive Compensation Executive Summary

    | Compensation Element | Description of change | More information on page: | | STI | Fiscal 2018: Significant increase to OROA goals. Simplified metrics — eliminate net income due to overlap with margin focus of OROA and SVA. Net sales and revenue will remain a metric with OROA/ROE. Alignment to market on STI targets. | 43 | | MTI | Fiscal 2018: Renamed MTI as Long-Term Incentive Cash — LTIC. Continue to focus on SVA growth. TSR Modifier adjusted to be multiplicative and will include an adjustment to increase payouts when company performance is at the higher quartile. There is also alignment to a new peer group. | 48 | | LTI | Fiscal 2018: For employees receiving PSUs, 100% will be based on revenue growth. LTI will also be aligned to a new peer group. | 51 |

  94. Advisory Vote on Executive Compensation 2017 Compensation Overview

    | WE DO: | WE DON’T: | | ▲use a combination of short-term and long-term incentives to ensure a strong connection between Deere’s operating performance and actual compensation delivered ▲regularly evaluate our peer group and pay positioning under a range of performance scenarios ▲annually review all our compensation plans, policies, and significant practices ▲annually review risks associated with compensation ▲include a “double-trigger” change in control provision provision in our executive Change in Control Severance Program, as well as our current equity plan, so participants will receive severance benefits only if both a change in control and a qualifying termination occur ▲annually review and limit executive perquisites ▲retain an independent compensation consultant who does not perform other significant services for Deere ▲have an Executive Incentive Compensation Recoupment Policy to ensure accountability in the presentation of our financial statements ▲enforce stock ownership requirements to ensure that directors and executives have interests in common with our stockholders ▲provide executive officers with benefits (such as health care insurance, life insurance, disability, and retirement plans) on the same basis as other full-time Deere employees | ▼offer employment agreements to our U.S.-based executives ▼provide tax gross-ups for executives, except for those available to all employees generally ▼provide excise tax gross-ups upon a change in control to any employees ▼offer above-market earnings on new contributions to deferred compensation accounts ▼grant stock options with an exercise price less than the fair market value of Deere’s common stock on the date of grant ▼re-price stock options without the prior approval of our stockholders ▼cash out underwater stock options ▼include reload provisions in any stock option grant ▼permit directors or employees, or their respective related persons, to engage in short sales of Deere’s stock or to trade in instruments designed to hedge against price declines in Deere’s stock ▼permit directors or officers to hold Deere securities in margin accounts or to pledge Deere securities as collateral for loans or other obligations |

  95. Advisory Vote on Executive Compensation 2017 Compensation Overview

    | — | Provided information on executive compensation trends and external developments, including regulatory changes | | — | Provided a competitive evaluation of total compensation for the NEOs, as well as overall compensation program share usage, dilution, and LTI expense | | — | Reviewed the peer group used for market analyses | | — | Reviewed the competitiveness of actual pay delivered in relation to performance as compared to the peer group, as further discussed below | | — | Provided recommendations on CEO total compensation | | — | Reviewed recommendations for our CEO’s compensation in relation to the other NEOs | | — | Reviewed Committee agendas and supporting materials in advance of each meeting and raised questions or issues with management and the Committee Chair, as appropriate | | — | Provided guidance and recommendations on incentive plan design, including rigor of metrics and goals | | — | Reviewed drafts and commented on this CD&A and the related compensation tables |

  96. Advisory Vote on Executive Compensation 2017 Compensation Overview

    Market Analysis PEER GROUP The companies in the peer group for our fiscal 2017 market analysis process, listed in the chart below, are similar to Deere in terms of sales volume, products, services, market capitalization, and global presence.

  97. Advisory Vote on Executive Compensation 2017 Compensation Overview

    Compensation paid by our peer group is representative of the compensation we believe is required to attract, retain, and motivate executive talent. The Committee, in consultation with Pearl Meyer, periodically reviews the peer group to confirm that it remains an appropriate point of reference for NEO compensation. REVIEW OF PAY FOR PERFORMANCE RELATIVE TO PEER GROUP To ensure that total compensation for our NEOs aligns with the market, we compared our compensation and performance against the companies in our peer group. As part of this comparison, we evaluate our peers’ mix of cash versus equity and short-term versus long-term components. In addition, we reviewed the relationship between total realizable compensation and our performance for the three fiscal years ended October 31, 2016 — the most recent fiscal year-end for which we can obtain corresponding compensation information for our peer companies. This review helps the Committee understand whether total compensation delivered to our NEOs aligns with our performance relative to our peer group. For purposes of this review, we use TSR to measure performance. The analysis, as shown in the following graphs, reveals that realizable pay for Deere’s CEO and other NEOs was reasonably aligned with Deere’s relative TSR over the relevant time period. The 2014-2016 period is the first time in several cycles during which TSR and realizable pay were within the inter-quartile range. Based on these results and the results of similar past comparisons of pay and performance alignment, we believe our pay programs ensure that compensation for our executives is aligned with performance and market norms.

  98. DEERE 3-YEAR PAY FOR PERFORMANCE REALIZABLE PAY VS. TOTAL SHAREHOLDER RETURN

    | 1. | Actual base salaries paid over the three-year period from 2015 to 2017 | | 2. | Actual STI awards paid over the three-year period | | 3. | Actual MTI awards paid over the three-year period | | 4. | The Black-Scholes value as of October 31, 2016, of any stock options granted over the three-year period | | 5. | The value as of October 31, 2016, of RSUs granted over the three-year period | | 6. | The value as of October 31, 2016, of PSUs (reflecting actual performance for the 2014-2016 performance cycle and the in-process 2015-2017 and 2016-2018 performance cycles) |

  99. DEERE 3-YEAR PAY FOR PERFORMANCE REALIZABLE PAY VS. TOTAL SHAREHOLDER RETURN

    For peer companies, total realizable pay includes cash- and equity-based long-term incentive plan and performance share plan payouts for performance cycles that are completed within the three-year period. Award values are then multiplied by a factor that reflects grant frequency and long-term incentive pay mix.

  100. WHAT IS MID-CYCLE?

    WHAT IS MID-CYCLE? Generally speaking, at the peak of a typical business cycle, actual sales constitute 120% of mid-cycle sales; at the trough, actual sales constitute 80% of mid-cycle sales. OROA goals vary each year to reflect where we are on this spectrum. We have relied on the process of analyzing mid-cycle sales for decades to make decisions related to measuring the achievement of long-term business strategies, allocating manufacturing capacity and workforce, and determining standard costs. Mid-cycle goals. The Committee first established OROA goals for STI purposes by comparing Deere’s OROA performance to that of the companies in the peer group. The median OROA for the peer group is in the range of 10%-15% (see “OROA Deere vs. Peers 1997-2017” on page 40). Accordingly, Deere’s original target OROA at mid-cycle (the “normal” part of a business cycle) was set at 12%. That goal provided a reasonable approximation of Deere’s cost of capital and aligned with our compensation strategy of awarding median pay for median performance. The Committee then set OROA goals for threshold and maximum

  101. WHAT IS MID-CYCLE?

    STI payouts at mid-cycle to approximate 25th and 75th percentile performance, respectively, relative to the peer group. The Committee has reviewed and approved the goals each year, but because peer group OROA performance has essentially remained consistent, the OROA goals at mid-cycle also remained unchanged until recently, as discussed below. The OROA goals are the same for Equipment Operations, Agriculture & Turf Operations, and Construction & Forestry Operations. Goals for peak and trough conditions. To maintain the rigor of the program, the Committee cannot just set goals for mid-cycle, “normal” conditions. If OROA goals were consistent regardless of where we are in a business cycle, our employees would be unduly rewarded when the economy is strong and penalized for poor economic conditions that have a negative effect on our sales. Therefore, the Committee fixes threshold, target, and maximum OROA goals that are more ambitious at the peak of a business cycle, when it is easier to cover fixed costs and achieve a high asset turnover (and thus a better OROA), and less ambitious at the trough. This model encourages us to quickly make necessary structural changes, such as those related to cost reduction, capacity, and assets (especially inventory) as business conditions change during the year. As shown in the following graph, the goals for a given year are determined based on where we are in the business cycle. How do OROA goals work? For an example of how our multi-tiered OROA goals work in practice, assume we determined that mid-cycle sales are $30 billion. If actual sales for the year are $27 billion, that means we are at 90% of mid-cycle (27 ÷ 30 = .90). In that case, OROA goals would be lower than the goals for mid-cycle. On the other hand, if actual sales are $33 billion, that means we are at 110% of mid-cycle (33 ÷ 30 =1.1). In that case, OROA goals would be greater than the goals for mid-cycle. Both scenarios are illustrated below:

  102. OROA DEERE VS. PEERS 1997–2017*

    OROA DEERE VS. PEERS 1997–2017* *Peer group data for 2017 is not yet available. OROA calculations for Deere and the peers exclude assets for any captive financial services (if applicable). The products we sell are subject to cycles that differ from our peers’. To put these cycles in perspective, the table shows our OROA and net sales over this same period of time. Note that since the adoption of OROA as an enterprise-wide metric in 2004, our OROA performance has exceeded the peer group’s even when we experienced volatile business conditions (as reflected by net sales):

  103. OROA GOAL INCREASES

    OROA GOAL INCREASES ROE ROE is the STI performance metric for Financial Services. The Financial Services business is a key differentiator for how Deere delivers value to our dealers and customers, so we think it is important to consider Financial Services’ performance as part of STI. The Committee believes ROE effectively measures the efficient use of the segment’s equity, and ROE is commonly used in the financial services industry for that purpose. We have two distinct business models within Financial Services and we use different ROE goals for each. Historically, approximately 65% of Financial Services’ business is subsidized. Under the “subsidized business” model, the Equipment Operations provide subsidies to Financial Services to reduce the interest rates that our customers and dealers would otherwise pay on financial products. These subsidies were created to facilitate sales by the Equipment Operations, not to maximize Financial Services’ profitability. For this reason, the ROE goal for the subsidized business — 10% — is the same regardless of the business cycle and is based on the implied after-tax cost of equity for Financial Services. Analysis shows that our threshold ROE goal of 10% represents upper-quartile performance compared to other financial institutions. The remaining Financial Services offerings are referred to as the “non-subsidized business.” The objective of the non-subsidized business is to efficiently utilize equity to earn a profitable return. Consequently, this business has more traditional (and progressively more challenging) goals for threshold, target, and maximum ROE. The Committee establishes goal levels by benchmarking against ROEs attained by similar financial services businesses with similar debt-to-equity ratios and by evaluating cost of equity financial models. The threshold goal equals the implied after-tax cost of equity for Financial Services; the target and maximum ROE goals are set at progressively higher levels to encourage management and employees to efficiently utilize equity relative to industry norms and market conditions while facilitating sales by the Equipment Operations. The ROE goals of 13% at target and 16% at maximum represent an even greater level of stretch, raising the difficulty of attaining target payouts. We regularly review the ROE of other financial institutions to ensure the appropriate level of stretch.

  104. OROA GOAL INCREASES

    | Fiscal 2017 Performance Results for STI | Fiscal 2017 Performance Results | Performance as % of Target | Fiscal 2017 Award Weighting | Weighted Award Results | | Equipment Operations OROA | 21.2% | 200% | 25% | 50% | | Agriculture and Turf Operations OROA | 25.0% | 200% | 12.5% | 25% | | Construction and Forestry Operations OROA | 9.9% | 60% | 7.5% | 4% | | Financial Services ROE | 10.6% | 82% | 5% | 4% | | Net Sales and Revenue | $29,363 | 200% | 25% | 50% | | Net Income | $1,923 | 200% | 25% | 50% |

  105. STI AWARD CALCULATIONS

    STI AWARD CALCULATIONS

  106. STI AWARD CALCULATIONS

    | Base salary for the fiscal year | ✕ | Target STI rate | ✕ | Actual performance as a percent of target | = | STI award amount |

  107. STI AWARD CALCULATIONS

    | 43 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  108. STI AWARD CALCULATIONS

    Actual STI awards paid to NEOs are shown in the table to the right and detailed in the Fiscal 2017 Summary Compensation Table under footnote (4). The STI plan and the results for fiscal 2017 described above, except for the net sales and revenue and net income components, are also used to determine the STI awards paid to most other salaried employees worldwide. For fiscal 2017, STI awards paid to the NEOs consisted of approximately 1.8% of the total amount of STI awards paid to all eligible employees.

  109. STI AWARD CALCULATIONS

    | Officer | Fiscal 2017 STI award | | Samuel R. Allen | $3,442,313 | | Rajesh Kalathur | $986,622 | | James M. Field | $1,093,224 | | Jean H. Gilles | $1,019,394 | | John C. May | $968,465 |

  110. STI AWARD CALCULATIONS

    The STI plan is periodically approved by our stockholders and was last approved at the Annual Meeting in February 2015. REVISED PERFORMANCE METRICS STARTING IN FISCAL 2018 As we continue to drive exceptional OROA performance across the business cycle, we will increase the 2018 compensation OROA goals significantly to recognize this transformation. The table below highlights this journey. The compensation goals may be adjusted every 3 years to align to significant changes in the business, up or down, and will align with the enterprise strategy.

  111. STI AWARD CALCULATIONS

    | | 2015 OROA Goals | | | 2016 OROA Goals | | | 2017 OROA Goals | | | 2018 OROA Goals | | | | | Trough | Mid-Cycle | Peak | Trough | Mid-Cycle | Peak | Trough | Mid-Cycle | Peak | Trough | Mid-Cycle | Peak | | Maximum | 12% | 20% | 28% | 13% | 24% | 36% | 16% | 26% | 36% | 17% | 35% | 48% | | Target | 8% | 12% | 20% | 10% | 18% | 26% | 12% | 19% | 26% | 14% | 29% | 40% | | Threshold | 4% | 8% | 12% | 8% | 12% | 16% | 8% | 12% | 16% | 12% | 20% | 28% |

  112. STI AWARD CALCULATIONS

    Additional metrics, net sales and revenue and net income, were added in fiscal 2017 as a way to incorporate a growth factor into the incentive calculation. Between OROA and net sales and revenue, there is significant overlap with the net income measure. To simplify the calculation, the Net Income metric will be removed. This will simplify the mix but still retain a balanced focus between margin and growth. STI weighting will include two-thirds OROA and one-third net sales and revenue. The metric spread for net sales and revenue will also be adjusted from 10% to 15%. Management also conducted an analysis of STI values against current market data, and the Committee approved an increase to the STI target rates for senior officers for fiscal 2018 to align to market target payouts. Mid-Term Incentive (MTI) MTI is a long-term cash award based on Deere’s performance against ambitious goals for Shareholder Value Added (SVA) over a three-year performance period. SHAREHOLDER VALUE ADDED PERFORMANCE METRIC The MTI plan is designed to motivate executives and other salaried employees to consistently create lasting value. To that end, since the MTI plan was first implemented, the performance metric has been Deere’s SVA, which essentially measures earnings in excess of our cost of capital. SVA was selected as the MTI performance metric because the Committee believes Deere should: —earn, at a minimum, its weighted average cost of capital each year —ensure that investments in capital and research and development earn their cost of capital —ensure that acquisitions do not erode stockholder value

  113. STI AWARD CALCULATIONS

    | 44 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  114. STI AWARD CALCULATIONS

    Put another way, we believe Deere can realize sustainable improvement in SVA through a combination of revenue growth and high returns on invested capital. SVA incorporates both of these concepts and therefore serves as a barometer of long-term value. SVA is measured on an enterprise-wide level. As a result, the MTI plan encourages teamwork across all of our business units. In fiscal years 1994 through 2003 (the 10 years before we implemented the MTI plan), accumulated SVA was negative $1.4 billion. In the ten most recent fiscal years, accumulated SVA rose to $17.1 billion. This demonstrates that management has become adept at investing for the future while still delivering consistent stockholder returns. We demonstrate how SVA is calculated in Appendix B, “Deere & Company Reconciliation of Non-GAAP Measures.” MODIFICATION OF AWARDS BASED ON RELATIVE TSR In an effort to further align executive compensation with stockholder interests, the Committee added a relative TSR modifier to potential MTI payouts for our NEOs and certain other executive officers. Starting with the performance period that began in fiscal 2015, we compare Deere’s TSR to TSR for the S&P Industrial Sector during the same time frame. The Committee chose the S&P Industrial Sector as a benchmark because it is an independently selected comparator group that includes a majority of our peer group companies. This index is also used to measure relative performance for PSUs under our long-term incentive plan. If Deere’s TSR is at or below the 25th percentile of the index, the final MTI payout for our senior executives will be reduced by 25%. If Deere’s TSR is between the 25th and 50th percentiles, the final MTI payout for our senior executives will be reduced by up to 25%, as shown in the graph below. The TSR modifier ensures that senior executives will not get the full MTI award unless Deere’s TSR is at least at the median of the index. There is no upside for outperforming the 50th percentile.

  115. TSR MODIFIER FOR MTI PAYMENTS

    SETTING SVA GOALS Each year, two principles guide the Committee in fixing the accumulated maximum SVA goal for the next three-year performance period. First, the goal for a maximum payout reflects return on invested capital performance in the top 25% relative to our peer group. Second, the goal for a maximum payout is calculated based on estimated enterprise SVA at mid-cycle sales levels (described above under “Performance Metrics for STI”) for the first year of the performance period. We cannot confidently forecast SVA for the second and third years of the performance period. Instead, we assume a compounded 7% annual growth rate (a number that corresponds to Deere’s historical sales growth rate) for each of the remaining two years to arrive at a cumulative three-year SVA goal. Once set, the goal is a fixed amount for the performance period. As mentioned above, the maximum SVA goal represents top-quartile invested capital performance, which is an aggressive stretch under “normal” business conditions. Accordingly, the target SVA goal is set at half of that amount. A threshold MTI award for the performance period that just ended required $1 million of accumulated SVA. The threshold accumulated SVA goal was raised to $5 million starting with the performance period that began in fiscal 2015. The threshold goal was increased to avoid nominal payouts to eligible participants. The chart below details the threshold, target, and maximum accumulated SVA goals for each performance period that includes fiscal 2017. The SVA goals grew significantly more challenging for the performance periods ending in 2016 through 2019: sales volumes for agricultural equipment increased in recent years, which led to a substantial increase in mid-cycle sales and increased expectations for SVA. As the recent business downturn became part of the business cycle, mid-cycle volumes decreased, resulting in slightly lower mid-cycle SVA for the performance periods ending in 2018 and 2019. Although the SVA goals have decreased, the same level of goal rigor exists due to the downturn in business conditions. The SVA goals have increased at a compounded annual growth rate of 14% since the MTI plan was introduced in 2004.

  116. TSR MODIFIER FOR MTI PAYMENTS

    | SVA Goals for MTI | Fiscal 2015 through Fiscal 2017 | Fiscal 2016 through Fiscal 2018 | Fiscal 2017 through Fiscal 2019 | | Threshold SVA Required for Payout | $5 million | $5 million | $5 million | | SVA Goal for Target Payout | $4,495 million | $4,200 million | $4,010 million | | SVA Goal for Maximum Payout | $8,990 million | $8,400 million | $8,020 million |

  117. HISTORICAL ACCUMULATED SVA, MTI GOALS, AND MTI PAYOUTS

    HISTORICAL ACCUMULATED SVA, MTI GOALS, AND MTI PAYOUTS As noted above, a maximum MTI payout requires Deere to achieve superior return on invested capital performance relative to our peer group over a three-year period. The payout awarded to our employees for the performance period that just ended adheres to that requirement. As the graph below demonstrates, Deere’s ROIC results have consistently exceeded 75th percentile performance relative to our peers.

  118. HISTORICAL ACCUMULATED SVA, MTI GOALS, AND MTI PAYOUTS

    | 47 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  119. ROIC DEERE VS. PEERS 1997–2016

    There is also a market shift driving an increase to LTIC target awards to align closer to peers and market changes. Long-Term Incentive (LTI) The LTI is designed to reward the NEOs for creating sustained stockholder value, to encourage ownership of Deere stock, to foster teamwork, and to retain and motivate high-caliber executives while aligning their interests with those of our stockholders. LTI awards consist of three components: restricted stock units (RSUs), market-priced stock options, and performance stock units (PSUs), all awarded annually under the John Deere Omnibus Equity and Incentive Plan (Omnibus Plan). The Omnibus Plan is periodically approved by our stockholders and was last approved at the Annual Meeting in February 2015.

  120. FISCAL YEAR 2017 LTI AWARD OVERVIEW FOR NEOS

    FISCAL YEAR 2017 LTI AWARD OVERVIEW FOR NEOS

  121. FISCAL YEAR 2017 LTI AWARD OVERVIEW FOR NEOS

    | | PSUs | RSUs | Stock Options | | LTI Mix | | | | | Performance measurements | 50% revenue growth* and 50% TSR relative to the S&P Industrial Sector over a three-year performance period | Stock price appreciation | Stock price appreciation | | Vesting period | Cliff vest on the third anniversary of the grant date | Cliff vest on the third anniversary of the grant date | Vest in approximately equal annual installments over three years | | Conversion/expiration | Converted to Deere common stock upon vesting | Converted to Deere common stock upon vesting | Expire 10 years from the grant date | | Objective | Motivate and reward relative outperformance | Encourage ownership and retention while providing immediate alignment with stockholders | Reward for stock price appreciation |

  122. FISCAL YEAR 2017 LTI AWARD OVERVIEW FOR NEOS

    *Based on Deere’s compound annual growth rate APPROVAL OF LTI AWARD VALUES The Committee established LTI grants for the NEOs based on the following criteria: level of responsibility, individual performance, current market practice, peer group data, and the number of shares available under the Omnibus Plan. Awards granted in previous years are not a factor in determining the current year’s LTI award; nor is potential accumulated wealth. At the first Committee meeting of each fiscal year, after consideration of peer group data on median values for long-term incentives, the Committee approves a dollar value for a base-level LTI award and the mix of awards to be delivered. The grant price for all LTI awards prior to February 25, 2015, is the average of the high and low common stock prices on the grant date as reported on the NYSE. For awards made thereafter, the grant price is the closing price of Deere common stock on the NYSE on the grant date. The grant price is used to determine the number of PSUs, RSUs, and stock options to be awarded.

  123. FISCAL YEAR 2017 LTI AWARD OVERVIEW FOR NEOS

    | 49 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  124. FISCAL YEAR 2017 LTI AWARD OVERVIEW FOR NEOS

    As has been the practice for several years, the Committee can increase (up to 20%) or decrease (down to $0) an individual NEO’s base-level award to distinguish that executive’s performance, deliver a particular LTI value, or reflect other adjustments as the Committee deems appropriate. For fiscal 2017, the Committee approved adjustments to base-level award values ranging up to 20% to recognize the accomplishments of the individual NEOs. LTI awards were approved for the NEOs as follows:

  125. FISCAL YEAR 2017 LTI AWARD OVERVIEW FOR NEOS

    | | Adjusted Award Values* | | Samuel R. Allen | $8,360,000 | | Rajesh Kalathur | $1,716,000 | | James M. Field | $1,716,000 | | Jean H. Gilles | $1,716,000 | | John C. May | $1,716,000 |

  126. FISCAL YEAR 2017 LTI AWARD OVERVIEW FOR NEOS

    *The amounts shown include PSUs valued at the grant price on the date of grant. These amounts differ from the value of equity awards shown in the Fiscal Year 2017 Summary Compensation Table and Grants of Plan-Based Awards table because those tables reflect the probable outcome of the performance metrics for PSUs. See the Fiscal 2017 Grants of Plan-Based Awards table and footnotes for more information on LTI awards delivered, as well as the terms of the awards. For fiscal 2017, the number of RSUs and PSUs granted to the NEOs represented 8% and 53%, respectively, of the total RSUs and PSUs granted to all eligible salaried employees; stock options granted to the NEOs represented 30% of the total stock options granted to eligible salaried employees. CONVERSION OF PSUs TO DEERE STOCK For PSUs granted in fiscal 2017, the actual number of shares to be issued upon conversion will be based equally on Deere’s revenue growth and TSR for the three-year performance period ending in 2020. Deere’s performance will be measured relative to the companies in the S&P Industrial Sector as of the end of the performance period. The Committee chose the S&P Industrial Sector as a benchmark because it is an independently selected comparator group that includes a majority of our peer group companies.

  127. PERFORMANCE TARGETS (PERFORMANCE PERIOD ENDING IN 2019)

    | Revenue Growth Payout % × 50% of PSUs Awarded | + | TSR Payout % × 50% of PSUs Awarded | = | Final Award |

  128. PERFORMANCE TARGETS (PERFORMANCE PERIOD ENDING IN 2019)

    The number of PSUs that vest and convert to shares can range from 0% to 200% of the number of PSUs awarded, depending on Deere’s relative performance during the performance period, as illustrated in the following table:

  129. PERFORMANCE TARGETS (PERFORMANCE PERIOD ENDING IN 2019)

    | Deere’s Revenue Growth and TSR Relative to the S&P Industrial Sector | % of Target Shares Earned (Payout %) * | | Below 25th percentile | 0% | | At 25th percentile | 25% | | At 50th percentile | 100% | | At or above 75th percentile | 200% | | * Interim points are interpolated | |

  130. PERFORMANCE TARGETS (PERFORMANCE PERIOD ENDING IN 2019)

    PAYOUT CAP ON PSUs In response to stockholder concerns, beginning with the PSUs that vest at the end of fiscal 2019, the payout will be capped at target if Deere’s TSR is negative, regardless of how Deere compares to its peers. 2015-2017 PSUs The performance period for PSUs granted in fiscal year 2015 ended on October 31, 2017. The final number of shares earned was based on Deere’s revenue growth and TSR relative to the S&P Industrial Sector over the three-year performance period. The Committee made its final payout determination in December 2017 following a review of the relative performances of Deere and the S&P Industrial Sector. Deere’s revenue growth and TSR were comparable to the 9th and 77th percentiles, respectively. This resulted in an overall payout of 100% of target.

  131. REPORTED VS. REALIZABLE LTI VALUE

    REPORTED VS. REALIZABLE LTI VALUE

  132. REPORTED VS. REALIZABLE LTI VALUE

    | (a) See footnotes (2) and (3) to the Summary Compensation Table for an explanation of these valuations. | | (b) Realizable LTI is calculated as: |

  133. REPORTED VS. REALIZABLE LTI VALUE

    | – | The Black-Scholes value as of October 31, 2017, of the stock options granted in 2015, 2016, and 2017 | | – | The value as of October 31, 2017, of RSUs granted in 2015, 2016, and 2017 | | – | The value as of October 31, 2017, of PSUs granted in 2015, 2016, and 2017 (reflecting actual performance for the 2015–2017 performance cycle and the in-process 2016–2018 and 2017–2019 performance cycles) |

  134. REPORTED VS. REALIZABLE LTI VALUE

    2018 CHANGES TO LONG-TERM COMPENSATION Changes to the Deere LTI program will impact the Performance Share Units (PSU) award. Effective in 2018, PSU awards will be measured solely on revenue growth. TSR as a standalone measure will no longer apply. TSR will continue as a modifier on the LTIC award. As noted above for LTIC, the performance peer group is being changed to a subset of the S&P 500 Industrial Group and will include approximately 40 companies.

  135. REPORTED VS. REALIZABLE LTI VALUE

    | 51 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  136. REPORTED VS. REALIZABLE LTI VALUE

    Summary of Direct Compensation The Committee believes each pay element included in Direct Compensation is consistent with our compensation philosophy. The Committee reviews Direct Compensation for the NEOs in the aggregate (excluding the CEO) as well as for each NEO individually, and compares this compensation to the market position data of our peer group. This market position data takes into account the level of responsibility (including the level of sales volume) for each NEO’s respective operations. A key element of these individual performance evaluations is a careful analysis of each NEO’s collaboration and contribution to the success of a high-performing team. Thus, while the market data for each position is a factor in reviewing Direct Compensation, the Committee also considers individual fulfillment of duties, teamwork, development, time in position, experience, and internal equity among NEOs (other than the CEO). The Committee recognizes individual performance through adjustments to base salary and LTI. Direct Compensation for the CEO is higher than for the other NEOs due to the CEO’s breadth of executive and operating responsibilities for the entire global enterprise. The Committee does not target CEO compensation as a certain multiple of the compensation of the other NEOs. The relationship between the CEO’s compensation and that of the other NEOs is influenced by our organizational structure, which does not currently include a chief operating officer. The ratio of Mr. Allen’s Direct Compensation to that of the other NEOs is generally comparable to that found among the companies in our peer group. Other Compensation Matters RULES RELATED TO STOCK OWNERSHIP, HOLDING REQUIREMENTS, AND ANTI-HEDGING AND ANTI-PLEDGING POLICIES NEOs are required to hold a certain amount of Deere stock. The CEO is expected to hold stock equivalent to 6 times base salary and the other NEOs are expected to hold stock equivalent to 3.5 times base salary. These ownership levels must be achieved within five years of the date the NEO is first appointed as CEO or as an executive officer. NEOs who have not achieved the requisite ownership level may not transfer any of the stock they acquire through our equity incentive plan. Only vested RSUs and any common stock held personally by an NEO are included in determining whether the applicable ownership requirement has been met. Once an NEO achieves the appropriate ownership level, the number of shares held at that time becomes that individual’s fixed stock ownership requirement for three years, even if base salary increases or Deere’s stock price decreases. Our Insider Trading Policy precludes all directors and employees, including our NEOs, and their related persons from engaging in short sales of Deere’s stock or trading in instruments designed to hedge against or offset price declines by any Deere securities. Our Insider Trading Policy also prohibits our directors and officers from holding Deere stock in margin accounts or pledging Deere stock as collateral for loans or other obligations. LIMITATIONS ON DEDUCTIBILITY OF COMPENSATION Prior to the Tax Cuts and Jobs Act (“Tax Reform”) that was signed into law December 22, 2017, Section 162(m) of the Internal Revenue Code generally limited to $1 million the U.S. federal income tax deductibility of compensation paid in one year to a company’s CEO or any of its three next-highest-paid executive officers (other than its Chief Financial Officer). Grandfathered performance-based compensation is not subject to this limit on deductibility so long as such compensation meets certain requirements, including stockholder approval of material terms. The Committee strived to provide the NEOs with incentive compensation programs that preserved the tax deductibility of compensation paid by Deere, to the extent reasonably practicable and consistent with Deere’s other compensation objectives and the Tax Reform. The Committee believes, however, that stockholder interests are best served by not restricting the Committee’s discretion and flexibility in structuring compensation programs, even though such programs may result in non-deductible compensation expenses. The Tax Reform includes a major overhaul to Section 162(m), which takes effect for tax years beginning after December 31, 2017. In 2018, the Committee will be reviewing the Tax Reform and its application and impact, if any, on Deere’s compensation programs.

  137. REPORTED VS. REALIZABLE LTI VALUE

    | 52 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  138. Advisory Vote on Executive Compensation Indirect Compensation Elements

    Deferred Compensation Benefits We also maintain certain deferred compensation plans that provide the NEOs with longer-term savings opportunities on a tax-efficient basis. Similar deferred compensation benefits are commonly offered by companies with which we compete for talent. As of November 1, 2015, for the Defined Contribution Restoration Plan and as of November 1, 2016, for the Deferred Plan, the investment options now parallel the investment options offered under our 401(k) plan (with certain limited exceptions). Funds deferred prior to these effective dates may remain invested under the previous options, although participants also may move these funds into the new options. Additionally, participants may change investment options at any time. These changes effectively ensure that participants cannot earn above-market interest on new deferrals. See the “Nonqualified Deferred Compensation” section below for additional details. Potential Payments upon Change in Control Deere’s Change in Control Severance Program (the “CIC Program”) covers certain executives, including each of the NEOs, and is intended to facilitate continuity of management in the event of a change in control. The Committee believes the CIC Program:

  139. Advisory Vote on Executive Compensation Indirect Compensation Elements

    | — | encourages executives to act in the best interests of stockholders when evaluating transactions that, without a change in control arrangement, could be personally detrimental | | — | keeps executives focused on running the business in the face of real or rumored transactions | | — | protects Deere’s value by retaining key talent despite potential corporate changes | | — | protects Deere’s value after a change in control by including restrictive covenants (such as non-compete provisions) and a general release of claims in favor of Deere | | — | helps Deere attract and retain executives as a competitive practice |

  140. Advisory Vote on Executive Compensation Indirect Compensation Elements

    For more information, see “Fiscal 2017 Potential Payments upon Change in Control” and the corresponding table. Other Potential Post-Employment Payments Deere’s various plans and policies provide payments to NEOs upon certain types of employment terminations that are not related to a change in control. These events and amounts are explained in the section under Executive Compensation Tables entitled “Fiscal 2017 Potential Payments upon Termination of Employment Other than Following a Change in Control.”

  141. Advisory Vote on Executive Compensation Risk Assessment of Compensation Policies on Practices

    | — | the performance metrics for our STI and MTI incentive plans are based on enterprise publicly reported metrics with only minor adjustments and, therefore, are not easily susceptible to manipulation | | — | the metrics for our STI and MTI compensation, and the related potential payouts, are capped to reduce the risk that executives might be motivated to attain excessively high “stretch” goals in order to maximize payouts |

  142. FISCAL 2017 SUMMARY COMPENSATION TABLE

    FISCAL 2017 SUMMARY COMPENSATION TABLE

  143. FISCAL 2017 SUMMARY COMPENSATION TABLE

    | Name and Position | Fiscal Year | Salary (1) | Stock Awards(2) | Option Awards(3) | Non-Equity Incentive Plan Compensation(4) | Change in Pension Value and Nonqualified Deferred Compensation Earnings(5) | All Other Compensation(6) | Total | | Samuel R. Allen Chairman and Chief Executive Officer | 2017 | $1,500,000 | $5,479,540 | $2,929,134 | $4,404,082 | $1,270,046 | $469,390 | $16,052,192 | | | 2016 | $1,500,000 | $6,246,874 | $2,926,317 | $4,492,426 | $3,005,568 | $471,686 | $18,642,871 | | | 2015 | $1,500,000 | $5,612,187 | $2,660,623 | $5,519,363 | $2,931,274 | $477,883 | $18,701,330 | | Rajesh Kalathur Senior Vice President and Chief Financial Officer | 2017 | $632,241 | $1,124,684 | $601,227 | $1,292,041 | $271,898 | $141,307 | $4,063,398 | | | 2016 | $615,312 | $1,167,110 | $546,760 | $1,269,406 | $352,821 | $155,296 | $4,106,705 | | | 2015 | $552,128 | $1,153,349 | $546,826 | $1,953,632 | $284,820 | $146,875 | $4,637,630 | | James M. Field President, Agricultural Equipment Operations | 2017 | $700,553 | $1,124,684 | $601,227 | $1,398,643 | $418,443 | $165,166 | $4,408,716 | | | 2016 | $686,266 | $1,167,110 | $546,760 | $1,352,171 | $632,142 | $185,457 | $4,569,906 | | | 2015 | $666,274 | $1,048,459 | $497,120 | $2,146,607 | $506,345 | $180,826 | $5,045,631 | | Jean H. Gilles Senior Vice President, John Deere Power Systems, Worldwide Parts Services, Advanced Technology & Engineering, and Global Supply Management & Logistics | 2017 | $653,242 | $1,124,684 | $601,227 | $1,324,813 | $841,531 | $150,536 | $4,696,033 | | | 2016 | $639,416 | $1,145,793 | $536,818 | $1,297,522 | $1,197,119 | $182,664 | $4,999,332 | | | 2015 | $614,823 | $1,153,349 | $546,826 | $2,059,624 | $992,519 | $162,684 | $5,529,825 | | John C. May President and Ag Solutions Chief Information Officer | 2017 | $620,606 | $1,124,684 | $601,227 | $1,273,884 | $275,458 | $149,905 | $4,045,764 | | | 2016 | $599,840 | $1,273,139 | $596,455 | $1,251,358 | $388,506 | $162,727 | $4,272,025 |

  144. FISCAL 2017 SUMMARY COMPENSATION TABLE

    | (1) Includes amounts deferred by the NEO under the John Deere Voluntary Deferred Compensation Plan. Salary amounts deferred in fiscal 2017 are included in the first column of the Fiscal 2017 Nonqualified Deferred Compensation Table. | | (2) Represents the aggregate grant date fair value of PSUs and RSUs computed in accordance with FASB ASC Topic 718. The values in this column exclude the effect of estimated forfeitures. Assumptions made in the calculation of these amounts are included in Note 24, “Stock Option and Restricted Stock Awards,” of our consolidated financial statements filed with the SEC on Form 10-K for the fiscal year ended October 31, 2017 (“2017 Form 10-K”). For PSUs, the value at the grant date is based upon the probable outcome of the performance metrics over the three-year performance period. If the highest level of payout was achieved, the value of the PSU awards as of the grant date would be as follows: $6,779,216 (Allen); $1,391,476 (Kalathur); $1,391,476 (Field); $1,391,476 (Gilles); and $1,391,476 (May). RSUs will vest three years after the grant date, at which time they may be settled in Deere common stock. Refer to the Fiscal 2016 Grants of Plan-Based Awards table and footnote (7) for a detailed description of the grant date fair value of stock awards. | | (3) Represents the aggregate grant date fair value of stock options computed in accordance with FASB ASC Topic 718. The values in this column exclude the effect of estimated forfeitures. The assumptions made in valuing option awards reported in this column and a more detailed discussion of the binomial lattice option pricing model appear in Note 24, “Stock Option and Restricted Stock Awards,” of our consolidated financial statements filed with the SEC in the 2017 Form 10-K. Refer to the Fiscal 2017 Grants of Plan-Based Awards table and footnote (7) for a detailed description of the grant date fair value of option awards. |

  145. FISCAL 2017 SUMMARY COMPENSATION TABLE

    | 57 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  146. FISCAL 2017 SUMMARY COMPENSATION TABLE

    | (4) Non-equity incentive plan compensation includes cash awards under the STI and MTI plans. Cash awards earned under the STI and MTI plans for the performance period ended in fiscal 2017 were paid to the NEOs on December 15, 2017, unless deferred under the Voluntary Deferred Compensation Plan. Deferred STI and MTI amounts are included in the first column of the Fiscal 2017 Nonqualified Deferred Compensation Table. | | The following table shows the awards earned under the STI and MTI plans: |

  147. FISCAL 2017 SUMMARY COMPENSATION TABLE

    | | STI (a) | | | MTI (b) | | | | | Name | Target Award as % of Salary | Actual Performance as % of Target | Award Amount | Target Award as % of Salary | Actual Performance as % of Target | Award Amount | Total Non-Equity Incentive Plan Compensation | | Samuel R. Allen | 125% | 184% | $3,442,313 | 121% | 53% | $961,769 | $4,404,082 | | Rajesh Kalathur | 85% | 184% | $986,622 | 93% | 53% | $305,419 | $1,292,041 | | James M. Field | 85% | 184% | $1,093,224 | 93% | 53% | $305,419 | $1,398,643 | | Jean H. Gilles | 85% | 184% | $1,019,394 | 93% | 53% | $305,419 | $1,324,813 | | John C. May | 85% | 184% | $968,465 | 93% | 53% | $305,419 | $1,273,884 |

  148. FISCAL 2017 SUMMARY COMPENSATION TABLE

    | (a) Based on actual performance, as discussed in the CD&A under “Fiscal 2017 Performance Results for STI,” the NEOs earned an STI award equal to 184% of the target opportunity. | | (b) Based on actual performance, as discussed in the CD&A under “Fiscal 2017 Performance Results for MTI,” the NEOs earned an MTI award equal to 53% of the target opportunity. | | (5) The following table shows the change in pension value and above-market earnings on nonqualified deferred compensation during fiscal 2017. |

  149. FISCAL 2017 SUMMARY COMPENSATION TABLE

    | Name | Change in Pension Value (a) | Nonqualified Deferred Compensation Earnings (b) | Total | | Samuel R. Allen | $1,270,046 | $- | $1,270,046 | | Rajesh Kalathur | $271,898 | $- | $271,898 | | James M. Field | $418,443 | $- | $418,443 | | Jean H. Gilles | $778,102 | $63,429 | $841,531 | | John C. May | $275,458 | $- | $275,458 |

  150. FISCAL 2017 SUMMARY COMPENSATION TABLE

    | (a) Represents the change in the actuarial present value of each NEO’s accumulated benefit under all defined benefit plans year over year. The pension value calculations include the same assumptions as used in the pension plan valuations for financial reporting purposes. For more information on the assumptions, see footnote (4) under the Fiscal 2017 Pension Benefits Table. | | (b) Represents above-market earnings on compensation that is deferred by the NEOs under our nonqualified deferred compensation plans. Above-market earnings represent the difference between the interest rate used to calculate earnings under the applicable plan and 120% of the applicable federal long-term rate prescribed by the Internal Revenue Code. See the Fiscal 2017 Nonqualified Deferred Compensation Table for additional information. | | Over the past two years, modifications have been made for the investment options available under the Nonemployee Director Deferred Compensation Plan and the Voluntary Deferred Compensation Plan for employees to ensure that participants cannot earn above-market returns on new deferrals. Minimal amounts may be reported in future years for prior years’ deferrals. | | (6) The following table provides details about each component of the “All Other Compensation” column in the Fiscal 2017 Summary Compensation Table: |

  151. FISCAL 2017 SUMMARY COMPENSATION TABLE

    | Name | Personal Use of Company Aircraft (a) | Financial Planning (b) | Medical Exams (c) | Misc Perquisites (d) | Company Contributions to Defined Contribution Plans (e) | Total All Other Compensation | | Samuel R. Allen | $60,066 | $- | $4,231 | $2,787 | $402,306 | $469,390 | | Rajesh Kalathur | $- | $4,988 | $3,432 | $- | $132,887 | $141,307 | | James M. Field | $- | $2,615 | $11,515 | $3,270 | $147,766 | $165,166 | | Jean H. Gilles | $- | $5,077 | $4,142 | $3,589 | $137,728 | $150,536 | | John C. May | $- | $1,815 | $16,634 | $1,500 | $129,956 | $149,905 |

  152. FISCAL 2017 SUMMARY COMPENSATION TABLE

    | (a) Per IRS regulations, the NEOs recognize imputed income on the personal use of Deere’s aircraft. For SEC disclosure purposes, the cost of personal use of Deere’s aircraft is calculated based on the incremental cost to Deere. To determine the incremental cost, we calculate the variable costs for fuel on a per mile basis, plus any direct trip expenses such as on-board catering, landing/ramp fees, and crew expenses. Fixed costs that do not change based on usage, such as pilot salaries, depreciation of aircraft, and maintenance costs, are excluded. Mr. Allen’s personal usage of company aircraft in fiscal 2017 amounted to approximately 36 hours of travel, which represents less than 0.5% of the total hours flown by company aircraft. | | (b) This column contains amounts Deere paid for financial planning assistance to the NEOs. Each year, the CEO may receive up to $15,000 of assistance and the other NEOs may receive up to $10,000. | | (c) This column contains the amounts Deere paid for annual medical exams for the NEOs. | | (d) Miscellaneous perquisites include spousal attendance at company events. | | (e) Deere makes contributions to the John Deere Savings and Investment Plan for all eligible employees. Deere also credits contributions to the John Deere Defined Contribution Restoration Plan for all employees covered by the Contemporary Option under our tax-qualified pension plan whose earnings exceed relevant IRS limits. All of our current NEOs are covered by the Contemporary Option. |

  153. FISCAL 2017 SUMMARY COMPENSATION TABLE

    | 58 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  154. FISCAL 2017 SUMMARY COMPENSATION TABLE

    The following table provides additional information regarding fiscal 2017 grants of RSU, PSU, and stock option awards under the Omnibus Plan and the potential range of awards that were approved in fiscal 2017 under the STI and MTI plans for payout in future years. These awards are further described in the CD&A under “Direct Compensation Elements.”

  155. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

  156. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | | | Estimated Future Payouts Under Non-Equity Incentive Plan Awards (2) | | | Estimated Future Payouts Under Equity Incentive Plan Awards (3) | | | All Other Stock Awards: Number of Shares of Stock or Units (4) | All Other Option Awards: Number of Securities Underlying Options (5) | Exercise or Base Price of Option Awards ($/Sh) (6) | Grant Date Fair Value of Stock and Option Awards (7) | | Name | Grant Date (1) | Threshold | Target | Maximum | Threshold | Target | Maximum | | | | | | Samuel R. Allen | 12/7/16-STI | $— | $1,875,000 | $3,750,000 | | | | | | | | | | 12/7/16-MTI | $1,100 | $1,815,000 | $3,630,000 | | | | | | | | | | 12/14/16 | | | | | | | 20,785 | | | $2,089,932 | | | 12/14/16 | | | | 8,314 | 33,256 | 66,512 | | | | $3,389,608 | | | 12/14/16 | | | | | | | | 119,752 | $100.55 | $2,929,134 | | | | $1,100 | $3,690,000 | $7,380,000 | 8,314 | 33,256 | 66,512 | 20,785 | 119,752 | | $8,408,674 | | Rajesh Kalathur | 12/7/16-STI | $— | $537,405 | $1,074,810 | | | | | | | | | | 12/7/16-MTI | $400 | $582,910 | $1,165,820 | | | | | | | | | | 12/14/16 | | | | | | | 4,266 | | | $428,946 | | | 12/14/16 | | | | 1,706 | 6,826 | 13,652 | | | | $695,738 | | | 12/14/16 | | | | | | | | 24,580 | $100.55 | $601,227 | | | | $400 | $1,120,315 | $2,240,630 | 1,706 | 6,826 | 13,652 | 4,266 | 24,580 | | $1,725,911 | | James M. Field | 12/7/16-STI | $— | $595,470 | $1,190,940 | | | | | | | | | | 12/7/16-MTI | $400 | $582,910 | $1,165,820 | | | | | | | | | | 12/14/16 | | | | | | | 4,266 | | | $428,946 | | | 12/14/16 | | | | 1,706 | 6,826 | 13,652 | | | | $695,738 | | | 12/14/16 | | | | | | | | 24,580 | $100.55 | $601,227 | | | | $400 | $1,178,380 | $2,356,760 | 1,706 | 6,826 | 13,652 | 4,266 | 24,580 | | $1,725,911 | | Jean H. Gilles | 12/7/16-STI | $— | $555,256 | $1,110,512 | | | | | | | | | | 12/7/16-MTI | $400 | $582,910 | $1,165,820 | | | | | | | | | | 12/14/16 | | | | | | | 4,266 | | | $428,946 | | | 12/14/16 | | | | 1,706 | 6,826 | 13,652 | | | | $695,738 | | | 12/14/16 | | | | | | | | 24,580 | $100.55 | $601,227 | | | | $400 | $1,138,166 | $2,276,332 | 1,706 | 6,826 | 13,652 | 4,266 | 24,580 | | $1,725,911 | | John C. May | 12/7/16-STI | $— | $527,515 | $1,055,030 | | | | | | | | | | 12/7/16-MTI | $400 | $582,910 | $1,165,820 | | | | | | | | | | 12/14/16 | | | | | | | 4,266 | | | $428,946 | | | 12/14/16 | | | | 1,706 | 6,826 | 13,652 | | | | $695,738 | | | 12/14/16 | | | | | | | | 24,580 | $100.55 | $601,227 | | | | $400 | $1,110,425 | $2,220,850 | 1,706 | 6,826 | 13,652 | 4,266 | 24,580 | | $1,725,911 |

  157. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | (1) For the non-equity incentive plan awards, the grant date is the date the Committee approved the range of estimated potential future payouts for the performance periods noted under footnote (2) below. For equity awards, the grant date is seven calendar days after the first regularly scheduled Board meeting of the fiscal year. | | (2) These columns show the range of potential payouts under the STI and MTI plans. The performance period for STI in this table covers fiscal year 2017. For actual performance between threshold, target, and maximum, the earned STI award will be prorated. | | The range of the MTI award covers the three-year performance period beginning in fiscal 2017 and ending in fiscal 2019. Awards will not be paid unless Deere generates at least $5 million of SVA for the performance period. The target MTI award will be earned if $4,010 million or more of SVA is accumulated and the maximum MTI award will be earned if $8,020 million or more of SVA is accumulated during the performance period. The MTI award will be reduced (i) by 25% if Deere’s TSR for the performance period is at or below the 25th percentile relative to the companies in the S&P Industrial Sector and (ii) up to 25% if TSR falls between the 25th and 50th percentiles. The amounts shown in the table represent potential MTI awards based on the median salary of the NEOs’ respective salary grades as of September 30, 2016. The actual MTI awards will depend upon Deere’s actual SVA performance, Deere’s relative TSR performance, and the median salaries of the NEOs’ respective salary grades as of September 30, 2018. | | (3) Represents the potential payout range of PSUs granted in December 2016. The number of shares that vest is based equally on TSR and revenue growth, both relative to companies in the S&P Industrial Sector. Performance and payouts are determined independently for each metric. At the end of the three-year performance period, the actual award, delivered as Deere common stock, can range from 0% to 200% of the original grant. |

  158. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | 59 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  159. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | (4) Represents the number of RSUs granted in December 2016. RSUs will vest three years after the grant date, at which time they will be settled in Deere common stock. Prior to settlement, RSUs earn dividend equivalents in cash at the same time as dividends are paid on Deere’s common stock. | | (5) Represents the number of options granted in December 2016. These options vest in three approximately equal annual installments on the first, second, and third anniversaries of the grant date. | | (6) The exercise price is the closing price of Deere common stock on the NYSE on the grant date. | | (7) Amounts shown represent the grant date fair value of equity awards granted to the NEOs in fiscal 2017 calculated in accordance with FASB ASC Topic 718. The values in this column exclude the effect of estimated forfeitures. For RSUs, fair value is the market value of the underlying stock on the grant date (which is the same as the exercise price in column (6) for stock options). For options, the fair value on the grant date was $24.46, which was calculated using the binomial lattice option pricing model. The grant date fair value of the PSUs subject to the TSR metric was $129.70 based on a lattice valuation model, excluding dividends. The grant date fair value of the PSUs subject to the revenue growth metric was $93.86 based on the market price of a share of underlying common stock, excluding dividends. |

  160. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    For additional information on the valuation assumptions, refer to Note 24, “Stock Option and Restricted Stock Awards,” of Deere’s consolidated financial statements filed with the SEC in the 2017 Form 10-K. OUTSTANDING EQUITY AWARDS AT FISCAL 2017 YEAR-END The following table itemizes outstanding options, RSUs, and PSUs held by the NEOs:

  161. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | | Option Awards | | | | | Stock Awards | | | | | Name | Number of Securities Underlying Unexercised Options Exercisable (1) | Number of Securities Underlying Unexercised Options Unexercisable (1) | Option Exercise Price | Intrinsic Value of Unexercised Options (2) | Option Expiration Date (3) | Number of Shares or Units of Stock That Have Not Vested (4) | Market Value of Shares or Units of Stock That Have Not Vested (5) | Equity Incentive Plan Awards: Number of Unearned Shares, Units, or Other Rights That Have Not Vested (6) | Equity Incentive Plan Awards: Market or Payout Value Unearned Shares, Units, or Other Rights That Have Not Vested (7) | | Samuel R. Allen | – | – | $88.82 | $- | 12/05/17 | – | $– | – | $- | | | – | – | $39.67 | $- | 12/17/18 | – | $– | – | $- | | | 269,353 | – | $52.25 | $21,717,932 | 12/09/19 | – | $– | – | $- | | | 114,253 | – | $80.61 | $5,972,004 | 12/08/20 | – | $– | – | $- | | | 135,897 | – | $74.24 | $7,969,000 | 12/14/21 | – | $– | – | $- | | | 128,899 | – | $86.36 | $5,996,381 | 12/12/22 | – | $– | – | $- | | | 123,633 | – | $87.46 | $5,615,411 | 12/11/23 | – | $– | – | $- | | | 90,626 | 44,637 | $88.19 | $6,045,580 | 12/10/24 | 21,545 | $2,862,900 | 27,577 | $3,664,432 | | | 58,942 | 114,418 | $79.24 | $9,299,030 | 12/09/25 | 26,375 | $3,504,710 | 42,200 | $5,607,536 | | | – | 119,752 | $100.55 | $3,871,582 | 12/14/26 | 20,785 | $2,761,911 | 44,895 | $5,965,648 | | | 921,603 | 278,807 | | $66,486,920 | | 68,705 | $9,129,521 | 114,672 | $15,237,616 | | Rajesh Kalathur | 4,519 | – | $88.82 | $199,107 | 12/05/17 | – | $– | – | $- | | | 11,133 | – | $39.67 | $1,037,763 | 12/17/18 | – | $– | – | $- | | | 12,151 | – | $52.25 | $979,735 | 12/09/19 | – | $– | – | $- | | | 7,379 | – | $80.61 | $385,700 | 12/08/20 | – | $– | – | $- | | | 7,996 | – | $74.24 | $468,885 | 12/14/21 | – | $– | – | $- | | | 24,083 | – | $86.36 | $1,120,341 | 12/12/22 | – | $– | – | $- | | | 20,086 | – | $87.46 | $912,306 | 12/11/23 | – | $– | – | $- | | | 18,626 | 9,174 | $88.19 | $1,242,521 | 12/10/24 | 4,428 | $588,393 | 5,667 | $753,031 | | | 11,012 | 21,379 | $79.24 | $1,737,453 | 12/09/25 | 4,928 | $654,833 | 7,884 | $1,047,626 | | | – | 24,580 | $100.55 | $794,671 | 12/14/26 | 4,266 | $566,866 | 9,215 | $1,224,489 | | | 116,985 | 55,133 | | $8,878,482 | | 13,622 | $1,810,092 | 22,766 | $3,025,146 |

  162. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | 60 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  163. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | | Option Awards | | | | | Stock Awards | | | | | Name | Number of Securities Underlying Unexercised Options Exercisable (1) | Number of Securities Underlying Unexercised Options Unexercisable (1) | Option Exercise Price | Intrinsic Value of Unexercised Options (2) | Option Expiration Date (3) | Number of Shares or Units of Stock That Have Not Vested (4) | Market Value of Shares or Units of Stock That Have Not Vested (5) | Equity Incentive Plan Awards: Number of Unearned Shares, Units, or Other Rights That Have Not Vested (6) | Equity Incentive Plan Awards: Market or Payout Value Unearned Shares, Units, or Other Rights That Have Not Vested (7) | | James M. Field | – | – | $52.25 | $– | 12/09/19 | – | $– | – | $– | | | 25,391 | – | $74.24 | $1,488,928 | 12/14/21 | – | $– | – | $– | | | 23,036 | – | $86.36 | $1,071,635 | 12/12/22 | – | $– | – | $– | | | 22,095 | – | $87.46 | $1,003,555 | 12/11/23 | – | $– | – | $– | | | 16,932 | 8,341 | $88.19 | $1,129,577 | 12/10/24 | 4,025 | $534,842 | 5,152 | $684,598 | | | 11,012 | 21,379 | $79.24 | $1,737,453 | 12/09/25 | 4,928 | $654,833 | 7,884 | $1,047,626 | | | – | 24,580 | $100.55 | $794,671 | 12/14/26 | 4,266 | $566,866 | 9,215 | $1,224,489 | | | 98,466 | 54,300 | | $7,225,819 | | 13,219 | $1,756,541 | 22,251 | $2,956,713 | | Jean H. Gilles | – | – | $88.82 | $– | 12/05/17 | – | $– | – | $– | | | – | – | $39.67 | $– | 12/17/18 | – | $– | – | $– | | | – | – | $52.25 | $– | 12/09/19 | – | $– | – | $– | | | 23,183 | – | $74.24 | $1,359,451 | 12/14/21 | – | $– | – | $– | | | 24,083 | – | $86.36 | $1,120,341 | 12/12/22 | – | $– | – | $– | | | 22,899 | – | $87.46 | $1,040,073 | 12/11/23 | – | $– | – | $– | | | 18,626 | 9,174 | $88.19 | $1,242,521 | 12/10/24 | 4,428 | $588,393 | 5,667 | $753,031 | | | 10,812 | 20,990 | $79.24 | $1,705,859 | 12/09/25 | 4,838 | $642,873 | 7,740 | $1,028,491 | | | – | 24,580 | $100.55 | $794,671 | 12/14/26 | 4,266 | $566,866 | 9,215 | $1,224,489 | | | 99,603 | 54,744 | | $7,262,916 | | 13,532 | $1,798,132 | 22,622 | $3,006,011 | | John C. May | – | 9,174 | $88.19 | $410,032 | 12/10/24 | 4,428 | $588,393 | 5,667 | $753,031 | | | – | 23,322 | $79.24 | $1,250,992 | 12/09/25 | 5,376 | $714,363 | 8,600 | $1,142,768 | | | – | 24,580 | $100.55 | $794,671 | 12/14/26 | 4,266 | $566,866 | 9,215 | $1,224,489 | | | – | 57,076 | | $2,455,695 | | 14,070 | $1,869,622 | 23,482 | $3,120,288 |

  164. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | (1) Options become vested and exercisable in three approximately equal annual installments on the first, second, and third anniversaries of the grant date. | | (2) The amount shown represents the number of options that have not been exercised (vested and unvested) multiplied by the difference between the closing price for Deere common stock on the NYSE on October 31, 2017, which was $132.88, and the option exercise price. No value is shown for underwater options. | | (3) Options expire 10 years from the grant date. | | (4) RSUs vest three years after the grant date, at which time they are settled in Deere common stock. | | The three-year performance period for PSUs granted in fiscal 2015 ended on October 31, 2017. The final payout determination was made by the Committee in December 2017 and was settled in Deere common stock on December 10, 2016 (the third anniversary of the grant date). As discussed in the CD&A under “2014-2016 PSUs,” the final payout under the award was equal to 33.5% of the target opportunity. The number of shares earned by the applicable NEOs were as follows: 34,472 (Allen); 7,084 (Kalathur); 6,440 (Field); 7,084 (Gilles); and 7,084 (May). | | (5) The amount shown represents the number of RSUs that have not vested multiplied by the closing price for Deere common stock on the NYSE on October 31, 2017, which was $132.88. | | (6) The amount shown represents actual achievement of the PSUs granted in fiscal years 2016 and 2017 relative to the S&P Industrial Sector, assuming truncated performance measurement periods. The final number of shares earned, if any, will be based upon performance as determined by revenue growth and TSR relative to the S&P Industrial Sector at the end of the applicable performance period. |

  165. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | PSU Grant Date | December 9, 2015 | December 14, 2016 | | Truncated performance period | 11/1/2015-10/31/2017 | 11/1/2016-10/31/2017 | | Actual performance period ending date | 10/31/2018 | 10/31/2019 | | Payout of shares (as a % of target) based on revenue growth | 0% | 70% | | Payout of shares (as a % of target) based on TSR | 200% | 200% | | Combined payout of shares (as a % of target) | 100% | 135% |

  166. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | (7) The amount shown represents the number of PSUs described in footnote (6) to this table multiplied by the closing price for Deere common stock on the NYSE on October 31, 2016, which was $88.30. |

  167. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | 61 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  168. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    FISCAL 2017 OPTION EXERCISES AND STOCK VESTED The following table provides information regarding option exercises and vesting of RSUs and PSUs during fiscal 2017. These options and stock awards were granted in prior fiscal years and are not related to performance in fiscal 2017:

  169. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | | Option Awards | | Stock Award | | | Name | Number of Shares Acquired on Exercise (1) | Value Realized on Exercise (2) | Number of Shares Acquired on Vesting (3) | Value Realized on Vesting (4) | | Samuel R. Allen | 91,512 | $5,943,619 | 38,372 | $3,976,107 | | Rajesh Kalathur | 5,816 | $302,287 | 6,233 | $645,863 | | James M. Field | 49,964 | $1,852,628 | 6,856 | $710,419 | | Jean H. Gilles | 76,780 | $3,348,900 | 7,106 | $736,324 | | John C. May | 96,478 | $3,371,309 | 6,856 | $710,419 |

  170. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | (1) Represents the total number of shares that were exercised before any withholding of shares to pay the exercise price and taxes. | | (2) Value realized on exercise is based on the market price upon exercise minus the exercise price (the grant price). | | (3) Represents the number of RSUs and PSUs that vested during fiscal 2017, all of which were granted in fiscal 2014. | | The three-year performance period for PSUs granted in fiscal 2014, ended on October 31, 2016, and vested on December 11, 2016. The final number of shares earned was based on Deere’s revenue growth and TSR relative to the S&P Industrial Sector over the performance period. The final payout determination, made by the Committee in December 2016, reflects revenue growth and TSR comparable to the 3rd and 39th percentiles, respectively, of the S&P Industrial Sector. Accordingly, the resulting payout of PSUs was equal to 33.5% of the target award. | | The following table shows the number of RSUs and PSUs that vested during fiscal 2017: |

  171. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | Name | RSUs | PSUs | | Samuel R. Allen | 24,982 | 13,390 | | Rajesh Kalathur | 4,058 | 2,175 | | James M. Field | 4,464 | 2,392 | | Jean H. Gilles | 4,627 | 2,479 | | John C. May | 4,464 | 2,392 |

  172. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | (4) Represents the number of RSUs and PSUs vested multiplied by the closing price ($103.62) of Deere common stock on the NYSE as of the vesting date. |

  173. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    Pension Benefits The NEOs are eligible to participate in pension plans that provide benefits based on years of service and pay. Pension benefits are provided under a qualified defined benefit pension plan called the John Deere Pension Plan for Salaried Employees (the “Salaried Plan”) and two nonqualified pension plans called the Senior Supplementary Pension Benefit Plan (the “Senior Supplementary Plan”) and the John Deere Supplemental Pension Benefit Plan (the “Deere Supplemental Plan”). In 1996, we introduced a new pension option under the Salaried Plan known as the “Contemporary Option.” At that time, participants could elect to remain in the existing Salaried Plan option, known as the “Traditional Option,” or convert to the new Contemporary Option. New employees hired between January 1, 1997, and October 31, 2014, automatically participated in the Contemporary Option. For new employees hired on or after November 1, 2014, pension benefits under the Salaried Plan are calculated based on a cash balance methodology instead of the Traditional or Contemporary Option formulas. None of the NEOs participate in the Traditional or cash balance plan. SALARIED PLAN The Salaried Plan is a qualified plan subject to certain IRS limitations on benefits and is subject to the Employee Retirement Income Security Act of 1974. Deere makes contributions to and benefits are paid from a tax-exempt pension trust. Pension benefits provided by the Salaried Plan under the Contemporary Option are summarized below.

  174. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | 62 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  175. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    Under the Contemporary Option, “Career Average Pay” is used in computing retirement benefits. Career Average Pay is calculated using salary plus STI (up to IRS limits). For participants hired before January 1, 1997, the transition to Career Average Pay includes salary and STI awards from 1992 until retirement. Deere makes additional contributions to the 401(k) retirement savings accounts of salaried employees participating in this option. The formula for calculating benefits under the Contemporary Option is:

  176. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | Career Average Pay | × | Years of Service | × | 1.5% |

  177. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    Early retirement eligibility under the Contemporary Option is the earlier of:

  178. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | 1. | age 55 with 10 or more years of service; or | | 2. | age 65 with five or more years of service |

  179. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    Pension payments are reduced by 4% for each year the employee is under the unreduced benefits age upon retirement. Mr. GIlles is the only NEO currently eligible to retire early with reduced benefits under the Contemporary Option. Eligibility to retire with unreduced benefits under the Contemporary Option occurs at age 67 for all participating employees who were hired on or after January 1, 1997. For participants hired before this date, the eligibility age to retire with unreduced benefits is based on years of service as of January 1, 1997, and ranges from ages 60 to 67. Mr. Allen is the only NEO currently eligible to retire with unreduced benefits under the Contemporary Option. SENIOR SUPPLEMENTARY PLAN The Senior Supplementary Plan is an unfunded, nonqualified excess defined benefit plan that provides additional pension benefits in an amount comparable to those the participant would have received under the Salaried Plan in the absence of IRS limitations. Benefit payments for the Senior Supplementary Plan are made from the assets of Deere and are at-risk in the event Deere seeks bankruptcy protection. The Senior Supplementary Plan uses the same formula as the Salaried Plan to calculate the benefit payable, except that eligible earnings include only amounts above qualified plan IRS limits. DEERE SUPPLEMENTAL PLAN The Deere Supplemental Plan is an unfunded, nonqualified supplemental retirement plan for certain employees, including all the NEOs. Benefit payments for the Deere Supplemental Plan are made from the assets of Deere and are at-risk in the event Deere seeks bankruptcy protection. The Deere Supplemental Plan was closed to new participants effective November 1, 2014, although benefits will continue to accrue for employees who were already participating in the plan as of that date. The formula for calculating benefits is:

  180. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | Career Average Pay | × | Years of Service (at grade 13 and above since January 1, 1997) | × | .05% |

  181. FISCAL 2017 GRANTS OF PLAN-BASED AWARDS

    | 63 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  182. FISCAL 2017 PENSION BENEFITS TABLE

    FISCAL 2017 PENSION BENEFITS TABLE

  183. FISCAL 2017 PENSION BENEFITS TABLE

    | Name | Plan Name (1) | Assumed Retirement Age (2) | Number of Years of Credited Service (3) | Present Value of Accumulated Benefit (4) | | Samuel R. Allen | Salaried Plan | 64 | 42.4 | $1,929,234 | | Contemporary Option | Senior Supplementary Plan | 64 | 42.4 | $15,097,703 | | | Deere Supplemental Plan | 64 | 20.8 | $2,689,141 | | | TOTAL | | | $19,716,078 | | Rajesh Kalathur | Salaried Plan | 65 | 20.4 | $438,267 | | Contemporary Option | Senior Supplementary Plan | 65 | 20.4 | $762,755 | | | Deere Supplemental Plan | 65 | 11.8 | $247,301 | | | TOTAL | | | $1,448,323 | | James M. Field | Salaried Plan | 65 | 23.5 | $621,613 | | Contemporary Option | Senior Supplementary Plan | 65 | 23.5 | $1,882,510 | | | Deere Supplemental Plan | 65 | 18.7 | $689,209 | | | TOTAL | | | $3,193,332 | | Jean H. Gilles | Salaried Plan | 64 | 29.6 | $1,298,595 | | Contemporary Option | Senior Supplementary Plan | 64 | 29.6 | $4,686,770 | | | Deere Supplemental Plan | 64 | 20.8 | $1,412,371 | | | TOTAL | | | $7,397,736 | | John C. May | Salaried Plan | 65 | 20.6 | $457,359 | | Contemporary Option | Senior Supplementary Plan | 65 | 20.6 | $822,173 | | | Deere Supplemental Plan | 65 | 16.8 | $371,976 | | | TOTAL | | | $1,651,508 |

  184. FISCAL 2017 PENSION BENEFITS TABLE

    | (1) Benefits are provided under the Salaried Plan, the Senior Supplementary Plan, and the Deere Supplemental Plan. A portion of Mr. Gilles’ benefits will be provided by certain German pension plans in which he participated during his period of employment at Deere’s European Office in Germany. Any benefits received from these German plans will offset benefits that otherwise would have been provided under the Salaried Plan. Mr. Gilles’ total pension benefits are calculated for all purposes as if he had been a participant in the U.S. pension plans his entire career. | | (2) The assumed retirement age is the earliest age at which the NEO could retire without any benefit reduction due to age, or, if earlier, normal retirement age. | | (3) Years and months of service credit under each plan as of October 31, 2017. The years of credited service are equal to years of eligible service with Deere for the Salaried and Senior Supplementary Plan. Service credit under the Deere Supplemental Plan is based on service at grade 13 or above since January 1, 1997. | | (4) The actuarial present value of the accumulated benefit is shown as of October 31, 2017, and is provided as a straight-life annuity for the qualified pension plan and a lump sum for nonqualified pension plan benefits. Pension benefits are not reduced for any social security benefits or other offset amounts an NEO may receive. A portion of the benefit for Mr. Gilles will be provided under certain German pension plans as described in footnote (1) above. | | The actuarial present value is calculated by estimating expected future payments starting at an assumed retirement age, weighting the estimated payments by the estimated probability of surviving to each post-retirement age, and discounting the weighted payments at an assumed discount rate to reflect the time value of money. The actuarial present value represents an estimate of the amount that, if invested today at the discount rate, would be sufficient on an average basis to provide estimated future payments based on the current accumulated benefit. Actual benefit present values will vary from these estimates depending on many factors, including actual retirement age. |

  185. FISCAL 2017 PENSION BENEFITS TABLE

    The following assumptions were used to calculate the present value of the accumulated benefit:

  186. FISCAL 2017 PENSION BENEFITS TABLE

    | — | Each of the NEOs continues as an executive until the earliest age at which he could retire without any benefit reduction due to age or normal retirement age, whichever is earlier, as defined in the Salaried Plan | | — | Other assumptions relate to those used for financial accounting: |

  187. FISCAL 2017 PENSION BENEFITS TABLE

    | ● | Present value amounts were determined based on financial accounting discount rates equal to 3.84% for the Salaried Plan, 3.5% for the Senior Supplementary Plan, and 3.41% for the Deere Supplemental Plan | | ● | Benefits subject to a lump sum distribution were determined using an interest rate of 2.88% | | ● | The mortality table used for the Salaried Plan was the RP2017WC table (with mortality projection scale MP2017, as published by the Society of Actuaries), and the mortality table used for the Supplementary and Deere Supplemental Plans was the 2018 417(e) table, as published by the IRS | | ● | Pensionable earnings are calculated for the most recently completed fiscal year using base pay as an estimate (assuming one base pay increase of 3.5% – 4.5%, depending on age), with no future increase, and the STI bonus at target. Pensionable earnings for prior years are calculated based on actual base pay and actual STI earned for prior years. |

  188. FISCAL 2017 PENSION BENEFITS TABLE

    | 64 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  189. FISCAL 2017 PENSION BENEFITS TABLE

    Nonqualified Deferred Compensation The Fiscal 2017 Nonqualified Deferred Compensation Table below shows information about four programs:

  190. FISCAL 2017 PENSION BENEFITS TABLE

    | (1) the John Deere Voluntary Deferred Compensation Plan (“Deferred Plan”), a nonqualified deferred compensation plan | | (2) the Deere & Company European Office Vorsorgeplan 2001 (“German Deferral Plan”), a voluntary deferral plan | | (3) the John Deere Defined Contribution Restoration Plan (DCRP), a nonqualified savings plan | | (4) deferred RSUs |

  191. FISCAL 2017 PENSION BENEFITS TABLE

    DEFERRED PLAN Under the Deferred Plan, through fiscal 2008, NEOs could defer any of their base salary, STI, and MTI in 5% increments up to 95%. For deferrals elected after 2008, up to 70% of base salary can be deferred while STI and MTI awards can be deferred up to 95%. On the first day of each calendar quarter, the balance in each account under the Deferred Plan is credited with interest. For deferrals made through calendar 2009, interest is credited at the prime rate (as determined by the Federal Reserve Statistical Release for the prior month) plus 2% as of the last day of the preceding quarter. For deferrals made after December 31, 2009, the deferred amounts earn interest based on the Moody’s “A” rated Corporate Bond Rate. During fiscal 2017, amounts deferred under the Deferred Plan were credited with interest at the following rates:

  192. FISCAL 2017 PENSION BENEFITS TABLE

    | | Deferrals through calendar 2009 Prime plus 2% | Deferrals after 2009 Moody’s “A” Corporate Bond Rate | | November 2016 | 5.50% | 4.11% | | February 2017 | 5.75% | 4.18% | | May 2017 | 6.00% | 4.11% | | August 2017 | 6.25% | 3.88% |

  193. FISCAL 2017 PENSION BENEFITS TABLE

    NEOs must elect to defer salary before the beginning of the calendar year in which deferral occurs. An election to defer STI must be made before the beginning of the fiscal year upon which the award is based. An election to defer MTI must be made before the close of the fiscal year preceding the calendar year of payment. Participants may elect to receive the deferred funds in a lump sum or in equal annual installments, but distribution must be completed within 10 years following retirement. All deferral elections and associated distribution schedules are irrevocable. This plan is unfunded and participant accounts are at-risk in the event Deere seeks bankruptcy protection. As of November 1, 2016, the earnings rate described above is no longer available for new deferrals under the Deferred Plan. Instead, the investment options under the Deferred Plan now parallel the investment options offered under our 401(k) plan (with certain limited exceptions). Funds deferred prior to November 1, 2016, may remain invested under the previous options, although participants also may move these funds into the new options. Minimal above-market amounts may be reported in future years for prior years’ deferrals. Additionally, as of November 1, 2016, participants may change investment options at any time. These changes effectively ensure that Deferred Plan participants cannot earn above-market interest on new deferrals. GERMAN DEFERRAL PLAN Mr. Gilles participated in the German Deferral Plan during his period of employment at Deere’s European Office in Germany. The German Deferral Plan was available to all salaried employees in Germany and permitted participants to defer up to 100% of their base salary, STI, and/or MTI. Interest on deferrals is determined on the basis of “transforming factors” specified in the plan documentation. All distributions are paid in a lump sum in the January following the year in which the participant retires or, if the participant retires prior to age 65, no later than January following the year the participant turns 65.

  194. FISCAL 2017 PENSION BENEFITS TABLE

    | 65 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  195. FISCAL 2017 PENSION BENEFITS TABLE

    DCRP The DCRP is designed to allow executives participating in our Contemporary Option to defer employee contributions and receive employer matching contributions on up to 6% of eligible earnings that are otherwise limited by tax regulations. For DCRP purposes, eligible earnings include base salary, STI, and commission compensation. (None of the NEOs receive commission compensation.) The 401(k) deferral percentage selected by the employee before October 31 each year is used during the following calendar year to calculate the DCRP employee contribution. This plan is unfunded and participant accounts are at-risk in the event Deere seeks bankruptcy protection. Until November 1, 2015, two investment options were available under the DCRP: the prime rate (as determined by the Federal Reserve Statistical Release for the prior month) plus 2% or a rate of return based on the S&P 500 Index for the prior month. Participants could choose either investment option for any portion of their accounts and could change investment options between the first and 10th day of any month. During fiscal 2017, the annualized rates of return under the two options were as follows:

  196. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

  197. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | Name | Plan | | Executive Contributions in Last FY (1) | Registrant Contributions in Last FY (2) | Aggregate Earnings in Last Fiscal Year (3) | Aggregate Balance at Last FYE (4) | | Samuel R. Allen | | DCRP | $228,484 | $376,866 | $228,293 | $7,171,174 | | | | Deferred RSUs | $— | $— | $3,606,801 | $9,676,189 | | | | TOTAL | $228,484 | $376,866 | $3,835,094 | $16,847,363 | | Rajesh Kalathur | | DCRP | $65,098 | $107,447 | $224,080 | $1,317,029 | | | | TOTAL | $65,098 | $107,447 | $224,080 | $1,317,029 | | James M. Field | | DCRP | $74,163 | $122,326 | $355,834 | $2,892,194 | | | | Deferred RSUs | $— | $— | $1,209,502 | $3,404,386 | | | | TOTAL | $74,163 | $122,326 | $1,565,336 | $6,296,580 | | Jean H. Gilles | | Deferred Plan | $— | $— | $20,248 | $312,202 | | | | DCRP | $68,046 | $112,288 | $147,203 | $2,331,453 | | | | Deferred RSUs | $— | $— | $781,640 | $2,146,544 | | | | TOTAL | $68,046 | $112,288 | $949,091 | $4,790,199 | | John C. May | | Deferred Plan | $— | $— | $9,530 | $49,806 | | | | DCRP | $63,318 | $104,516 | $184,362 | $1,317,156 | | | | Deferred RSUs | $— | $— | $14,847 | $— | | | | TOTAL | $63,318 | $104,516 | $208,739 | $1,366,962 |

  198. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | (1) The amounts in this column represent employee compensation deferrals that are included in the Fiscal 2017 Summary Compensation Table under the “Salary” and “Non-Equity Incentive Plan Compensation” columns. | | (2) The amounts in this column associated with the DCRP represent Deere’s contributions during the fiscal year as included in the Fiscal 2017 Summary Compensation Table under the “All Other Compensation” column. The amounts in this column associated with deferred RSUs represent RSUs that vested in the current fiscal year but have not been converted into Deere common stock and are included in the Fiscal 2017 Option Exercises and Stock Vested table under the column “Value Realized on Vesting.” | | (3) For rates of return on account balances under the Deferred Plan and DCRP, see the applicable earnings charts in the narrative preceding this table. The notational rate of return on amounts deferred by Mr. Gilles under the German Deferral Plan was 6.94%. For the deferred RSU accounts, the earnings represent the change in the intrinsic value of the RSUs. The above-market portions of the amounts shown in this column are reported in the Fiscal 2017 Summary Compensation Table under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” column and are quantified in footnote (5) to that table. | | (4) Of the aggregate balance, the following amounts were reported as compensation in the Summary Compensation Table in prior years: $6,341,838 (Allen); $453,525 (Kalathur); $1,863,078 (Field); $597,366 (Gilles); and $129,174 (May). |

  199. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | 67 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  200. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    Fiscal 2017 Potential Payments upon Change in Control The CIC Program includes a “double trigger” approach, under which participants will receive severance benefits only if both a change in control and qualifying termination occur. A “qualifying termination” is either:

  201. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | — | Deere’s termination of an executive’s employment within the six months preceding or the 24 months following a change in control for reasons other than death, disability, or “cause” (defined as an executive’s willful and continued nonperformance of duties after written demand; willful conduct that is demonstrably and materially injurious to Deere; or illegal activity) | | — | An executive’s termination of his or her own employment for “good reason” (defined as material reductions or alterations in an executive’s authority, duties, or responsibilities; change in office location of at least 50 miles from the executive’s current residence; material reductions in an executive’s participation in certain Deere compensation plans; or certain other breaches of the covenants in the CIC Program) within 24 months following a change in control |

  202. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    The CIC Program defines the following as “change in control” events:

  203. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | — | any “person,” as defined in the Securities Exchange Act of 1934 (with certain exceptions), acquires 30% or more of Deere’s voting securities; | | — | a majority of Deere’s directors are replaced without the approval of at least two-thirds of the existing directors or directors previously approved by the then-existing directors; | | — | any merger or business combination of Deere and another company, unless the outstanding voting securities of Deere prior to the transaction continue to represent at least 60% of the voting securities of the new company; or | | — | Deere is completely liquidated or all, or substantially all, of Deere’s assets are sold or disposed. |

  204. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    Benefits provided under the CIC program and other benefit plans are described in the footnotes to the table below. Although not reflected in the table, the CIC Program provides that Deere will pay the executive’s reasonable legal fees and expenses if the executive must enforce the program terms. Under the CIC Program, the executives agree: (a) not to disclose or use for their own purposes confidential and proprietary Deere information and (b) for a period of two years following termination of employment, not to induce Deere employees to leave Deere or to interfere with Deere’s business. In addition, the Omnibus Plan, the MTI plan, and the Deferred Plan each contain change in control provisions that may trigger payments. Under the Omnibus Plan, unless the Board or the Committee determines otherwise, and regardless of whether the employee is terminated, all then-outstanding equity awards that were granted before February 24, 2010, would vest and restriction periods would end upon a change in control. All outstanding RSUs would be cashed out as of the date of the change in control and the executive would have the right to exercise all outstanding options. Unvested PSUs are cashed out at a target award level and the change of control price described in the Omnibus Plan. Such potential payments are disclosed in the table below adjacent to “Change in Control only.” For awards made under the Omnibus Plan on and after February 24, 2010, the foregoing provisions will apply only if there is both a change in control and a qualifying termination. The MTI plan provides for payment upon a change in control based on actual performance results to date for all performance periods then in progress. Under the Deferred Plan, in the event of certain changes in control, the Committee may elect to terminate the plan within 12 months and distribute all account balances or the Committee may decide to keep the Deferred Plan in effect and modify it to reflect the impact of the change in control. The following table includes estimated potential payments that would have been due to each NEO if a change in control event had occurred and, if applicable, the NEO experienced a qualifying termination as of October 31, 2017. Although the calculations are intended to provide reasonable estimates of the potential payments, they are based on numerous assumptions, as described in the footnotes, and may not represent the actual amount each NEO would receive if a change in control occurred. The payments listed represent the incremental amounts due to NEOs beyond what the NEOs would have received without the change in control. Not included in this table are the following payments to which the NEOs are already entitled and which are reported elsewhere in this Proxy Statement:

  205. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | — | amounts already earned under the STI and MTI plans (reported in the Fiscal 2017 Summary Compensation Table) | | — | the exercise of outstanding vested options (reported in the Outstanding Equity Awards at Fiscal 2017 Year-End table) | | — | distribution of nonqualified deferred compensation (reported in the Fiscal 2017 Nonqualified Deferred Compensation Table) |

  206. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | 68 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  207. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | Name | Salary (1) | STI (2) | MTI (3) | Stock Awards (4) | Stock Options (5) | Welfare Benefits (6) | Defined Contribution Plans (7) | Total Payments | | Samuel R. Allen | | | | | | | | | | ~Change in Control only | $— | $— | $1,267,039 | $— | $— | $— | $— | $1,267,039 | | ~Change in Control and | | | | | | | | | | Qualifying Termination | $4,500,000 | $5,625,000 | $1,267,039 | $14,607,233 | $— | $59,708 | $1,206,918 | $27,265,898 | | Rajesh Kalathur | | | | | | | | | | ~Change in Control only | $— | $— | $406,925 | $— | $— | $— | $— | $406,925 | | ~Change in Control and | | | | | | | | | | Qualifying Termination | $1,899,828 | $1,612,215 | $406,925 | $4,706,078 | $2,351,473 | $45,302 | $398,661 | $11,420,482 | | James M. Field | | | | | | | | | | ~Change in Control only | $— | $— | $406,925 | $— | $— | $— | $— | $406,925 | | ~Change in Control and | | | | | | | | | | Qualifying Termination | $2,105,100 | $1,786,410 | $406,925 | $4,566,953 | $2,314,242 | $47,332 | $443,298 | $11,670,260 | | Jean H. Gilles | | | | | | | | | | ~Change in Control only | $— | $— | $406,925 | $— | $— | $— | $— | $406,925 | | ~Change in Control and | | | | | | | | | | Qualifying Termination | $1,962,936 | $1,665,767 | $406,925 | $2,876,852 | $— | $38,490 | $484,760 | $7,435,730 | | John C. May | | | | | | | | | | ~Change in Control only | $— | $— | $406,925 | $— | $— | $— | $— | $406,925 | | ~Change in Control and | | | | | | | | | | Qualifying Termination | $1,866,348 | $1,582,546 | $406,925 | $4,860,750 | $2,455,695 | $45,232 | $389,868 | $11,607,364 |

  208. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | (1) In the event of a change in control and qualifying termination, the CIC Program provides for a lump-sum payment of three times the annual base salary. | | (2) In the event of a change in control and qualifying termination, the CIC Program provides for a lump-sum payment of three times the target STI bonus amount for the fiscal year in which the termination occurs. In addition, the NEO is entitled to a prorated STI award for the current year. Since the change in control calculations in this table are made as of the end of the fiscal year, the prorated award for the current year is equal to the STI earned for the current fiscal year as reported in the Fiscal 2017 Summary Compensation Table under the column “Non-Equity Incentive Plan Compensation” and is not duplicated in this table. | | (3) The MTI plan contains a change in control provision that entitles participants, as of the date of a change in control, to a lump-sum MTI payment based on actual performance results to date for all performance periods then in progress. The payout for the three-year performance period ended October 31, 2017, is reported in the Fiscal 2017 Summary Compensation Table under the column “Non-Equity Incentive Plan Compensation” and is not duplicated in this table. For each of the NEOs, the amount shown in this table represents the payout for the two remaining performance periods. | | (4) Vesting of RSUs and PSUs does not accelerate unless there is both a change in control and a qualifying termination. In such cases, the vesting and restriction requirements no longer apply. Unvested RSUs will be cashed out and unvested PSUs will be cashed out at a target award level. | | For purposes of the table, all unvested PSUs and RSUs are valued based on the closing price for Deere common stock on the NYSE on October 31, 2017, which was $132.88. Since Messrs. Allen and Gilles are eligible for retirement and all currently unvested RSUs would vest immediately on the date of such event, there is no incremental benefit of the accelerated vesting for these individuals. Vested RSUs are not included since they have been earned and are included on the Fiscal 2017 Nonqualified Deferred Compensation Table. Unvested PSUs and RSUs are included in the Outstanding Equity Awards at Fiscal 2017 Year-End table. | | (5) Vesting of outstanding stock options does not accelerate in the event of a change in control only. Instead, outstanding stock options will continue to vest over the three-year vesting period, subject to continued employment conditions. | | In the event of a change in control and qualifying termination, all outstanding stock options vest and can be exercised immediately. Since Messrs. Allen and Gilles are eligible for retirement and all unvested stock options would vest immediately on the date of such event, there is no incremental benefit of the accelerated vesting for these individuals. For Messrs. Kalathur, Field, and May, who are not eligible for retirement, the amount represents the number of outstanding, unexercisable options multiplied by the difference between the closing price for Deere common stock on the NYSE on October 31, 2017, which was $132.88, and the option exercise prices. These amounts are included in the Outstanding Equity Awards at Fiscal 2017 Year-End table. | | (6) In the event of a change in control and qualifying termination, the CIC Program provides for continuation of health care, life, accidental death and dismemberment, and disability insurance for three full years at the same premium cost and coverage. This benefit will be discontinued if the NEO receives similar benefits from a subsequent employer during this three-year period. | | (7) In the event of a change in control and qualifying termination, the CIC Program includes a cash payment equal to three times Deere’s contributions on behalf of each of the NEOs under our defined contribution plans for the plan year preceding termination (or, if greater, for the plan year immediately preceding the change in control). The amount reported for Mr. Gilles also includes the amount by which the value of his account balance under the German Deferral Plan would have increased had he remained employed for an additional three years following a change in control and his qualifying termination. |

  209. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | 69 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  210. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    FISCAL 2017 POTENTIAL PAYMENTS UPON TERMINATION OF EMPLOYMENT OTHER THAN FOLLOWING A CHANGE IN CONTROL The following table summarizes the estimated payments to be made to the NEOs under our plans or established practices in the event of termination of employment due to death, disability, retirement, termination without cause, termination for cause, and voluntary separation. Although the calculations are intended to provide reasonable estimates of the potential payments, they are based on numerous assumptions, as described in the footnotes, and may not represent the actual amounts the NEOs would receive. The amounts shown assume the termination event occurred on and the NEO was actively employed until October 31, 2017:

  211. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | Name | Salary (1) | STI (2) | MTI (3) | Stock Awards (4) | Stock Options (5) | Deferred Compensation (6) | Accumulated Pension Benefit (7) | Total Payments | | Samuel R. Allen | | | | | | | | | | Death | $— | $3,442,313 | $961,769 | $34,043,324 | $66,486,920 | $7,171,174 | $11,374,602 | $123,480,102 | | Disability | $8,607,931 | $3,442,313 | $961,769 | $34,043,324 | $66,486,920 | $7,171,174 | $19,609,652 | $140,323,083 | | Retirement | $— | $3,442,313 | $961,769 | $34,043,324 | $66,486,920 | $7,171,174 | $20,639,219 | $132,744,719 | | Termination Without Cause | $1,500,000 | $3,442,313 | $961,769 | $9,676,189 | $— | $7,171,174 | $20,639,219 | $43,390,664 | | Termination For Cause | $— | $3,442,313 | $961,769 | $9,676,189 | $— | $7,171,174 | $20,639,219 | $41,890,664 | | Voluntary Separation (8) | $— | $— | $— | $— | $— | $— | $— | $— | | Rajesh Kalathur | | | | | | | | | | Death | $— | $986,622 | $305,419 | $4,835,237 | $8,878,482 | $1,317,029 | $852,187 | $17,174,976 | | Disability | $14,311,920 | $986,622 | $305,419 | $4,835,237 | $8,878,482 | $1,317,029 | $3,205,070 | $33,839,779 | | Retirement (9) | $— | $— | $— | $— | $— | $— | $— | $— | | Termination Without Cause | $554,117 | $986,622 | $305,419 | $— | $— | $1,317,029 | $1,559,335 | $4,722,522 | | Termination For Cause | $— | $986,622 | $305,419 | $— | $— | $1,317,029 | $1,559,335 | $4,168,405 | | Voluntary Separation | $— | $986,622 | $305,419 | $— | $— | $1,317,029 | $1,559,335 | $4,168,405 | | James M. Field | | | | | | | | | | Death | $— | $1,093,224 | $305,419 | $8,117,639 | $7,225,819 | $2,892,194 | $1,770,057 | $21,404,352 | | Disability | $12,186,985 | $1,093,224 | $305,419 | $8,117,639 | $7,225,819 | $2,892,194 | $5,173,100 | $36,994,380 | | Retirement (9) | $— | $— | $— | $— | $— | $— | $— | $— | | Termination Without Cause | $701,700 | $1,093,224 | $305,419 | $3,404,386 | $— | $2,892,194 | $3,232,966 | $11,629,889 | | Termination For Cause | $— | $1,093,224 | $305,419 | $3,404,386 | $— | $2,892,194 | $3,232,966 | $10,928,189 | | Voluntary Separation | $— | $1,093,224 | $305,419 | $3,404,386 | $— | $2,892,194 | $3,232,966 | $10,928,189 | | Jean H. Gilles | | | | | | | | | | Death | $— | $1,019,394 | $305,419 | $6,950,687 | $7,262,916 | $2,679,529 | $4,512,785 | $22,730,730 | | Disability | $5,707,436 | $1,019,394 | $305,419 | $6,950,687 | $7,262,916 | $2,643,656 | $8,671,790 | $32,561,298 | | Retirement | $— | $1,019,394 | $305,419 | $6,950,687 | $7,262,916 | $2,643,656 | $8,204,637 | $26,386,709 | | Termination Without Cause | $654,312 | $1,019,394 | $305,419 | $2,146,544 | $— | $2,643,656 | $8,204,637 | $14,973,962 | | Termination For Cause | $— | $1,019,394 | $305,419 | $2,146,544 | $— | $2,643,656 | $8,204,637 | $14,319,650 | | Voluntary Separation (8) | $— | $— | $— | $— | $— | $— | $— | $— | | John C. May | | | | | | | | | | Death | $— | $968,465 | $305,419 | $4,989,910 | $2,455,695 | $1,366,962 | $964,612 | $11,051,063 | | Disability | $14,632,311 | $968,465 | $305,419 | $4,989,910 | $2,455,695 | $1,366,962 | $3,566,149 | $28,284,911 | | Retirement (9) | $— | $— | $— | $— | $— | $— | $— | $— | | Termination Without Cause | $544,352 | $968,465 | $305,419 | $— | $— | $1,366,962 | $1,764,090 | $4,949,288 | | Termination For Cause | $— | $968,465 | $305,419 | $— | $— | $1,366,962 | $1,764,090 | $4,404,936 | | Voluntary Separation | $— | $968,465 | $305,419 | $— | $— | $1,366,962 | $1,764,090 | $4,404,936 |

  212. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | (1) Our NEOs do not have employment agreements. However, we have severance guidelines that provide compensation if termination is initiated by Deere for reasons other than cause. Our severance guidelines provide for payment of one-half month of salary plus another one-half month of salary for each complete year of employment, up to a maximum of one year’s salary. We may elect to pay severance in either a lump sum or via salary continuance, unless the amount of severance exceeds two times the applicable limit under Section 401(a)(17) of the Internal Revenue Code, in which case severance will be paid in a lump sum. | | Under our Long-Term Disability Plan, if disabled before age 62, NEOs receive monthly benefits until age 65 equal to 60% of their salary plus the average of the three STI awards received immediately prior to the start of disability. The amount shown for disability represents the present value of the monthly benefit from the time of the disability, assumed to be October 31, 2017, until the time the NEO reaches age 65. |

  213. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | 70 | DEERE & COMPANY | 2018 PROXY STATEMENT |

  214. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | (2) Under all termination events, the amount of STI earned for the fiscal year ended October 31, 2017, would be payable in a lump sum no later than March 15 of the next calendar year. This amount is reported in the Fiscal 2017 Summary Compensation Table under the column “Non-Equity Incentive Plan Compensation.” | | (3) Under all termination events, the amount of MTI earned for the performance period ended October 31, 2017, would be payable in a lump sum no later than March 15 of the next calendar year. This amount is reported in the Fiscal 2017 Summary Compensation Table under the column “Non-Equity Incentive Plan Compensation.” | | (4) In the event of death, disability, or retirement, the most recent RSU and PSU awards are prorated based on the number of months the NEO remains employed in the year of grant. The remaining units are forfeited. All unvested and non-forfeited RSUs will vest on the date of separation from service, while PSUs that are not forfeited will continue to convert to shares at the end of the three-year performance period based on the performance metrics. When applicable restrictions lapse, vested RSUs will be converted to shares of common stock. Restrictions on vested RSUs will lapse as provided in the following table: |

  215. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | Type of Separation from Service | Fiscal Year of RSU Award | Lapse of Restrictions | | Death | 2010 and prior | First business day of January following death | | | 2011 and 2012 | First business day in the later of January or July following death | | | After 2012 | Third anniversary of grant date | | Disability or Retirement | 2012 and prior | First business day in the later of January or July following separation from service | | | After 2012 | Third anniversary of grant date |

  216. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | In the event of termination with or without cause or voluntary separation, any vested RSUs will be cashed out. All unvested PSUs and RSUs will be forfeited. The amounts shown in the table correspond to vested RSUs, including RSUs that vest as a result of the termination of employment. | | | The value of PSUs for each outstanding tranche represents actual achievement relative to the S&P Industrial Sector assuming in the case of PSUs granted in fiscal years 2016 and 2017 truncated performance measurement periods. The performance period for PSUs granted in fiscal year 2015 ended on October 31, 2017. The final number of shares earned, if any, will be based upon performance as determined by revenue growth and TSR relative to the S&P Industrial Sector at the end of the applicable performance period. See footnotes (4) and (6) to the Outstanding Equity Awards at Fiscal 2017 Year-End table for performance information relating to each outstanding tranche of PSUs. | | | All amounts shown in the table are based on the closing price for Deere common stock on the NYSE on October 31, 2017, which was $132.88. | | | (5) In the event of death, all outstanding stock options vest immediately and the heirs must exercise those options within one year. In the event of disability or retirement, vesting accelerates for all outstanding stock options but occurs no sooner than six months following the grant date. These options expire within five years. In the event of retirement, the most recent stock option awards granted to the NEOs are prorated based on the number of months the NEOs remain actively employed in the year of grant. The remaining options are forfeited. The amount shown in this table represents the number of stock options multiplied by the difference between the closing price for Deere common stock on the NYSE on October 31, 2017, which was $132.88, and the option exercise prices. These outstanding stock options are reported in the Outstanding Equity Awards at Fiscal 2017 Year-End table. In the event of a termination other than for death, disability, or retirement, all outstanding stock options are forfeited. | | | (6) In all cases, balances held in the U.S. nonqualified deferred compensation plans and the German Deferral Plan are payable to the employee. These amounts are reported in the Fiscal 2017 Nonqualified Deferred Compensation Table under Deferred Plan, German Deferral Plan, and DCRP. Under the German Deferral Plan, the amount payable in the event of death differs from the amount payable under the other scenarios based on the application of the “transforming factors” specified in the plan documentation. The deferred RSUs reported in the Fiscal 2016 Nonqualified Deferred Compensation Table appear in the Stock Awards column. | | | (7) The present value of the accumulated pension benefit was calculated using the following assumptions: | | | - | present value amounts were determined based on a discount rate of 3.84% for the Salaried Plan, 3.50% for the Senior Supplementary Plan, and 3.41% for the Deere Supplemental Plan | | - | lump-sum distribution amounts were determined using an interest rate of 2.78% for the Senior Supplementary and Deere Supplemental Plans | | - | the mortality table used for the Salaried Plan was RP2017WC with mortality projection scale MP2017 | | - | the mortality table used for the Senior Supplementary and Deere Supplemental Plans was RP2017 417(e) table as published by the IRS. | | - | pensionable earnings earned were based on actual base salary and forecasted STI for fiscal 2017 | | Following are additional explanations related to the various scenarios: | | | - | Death: This amount represents the present value of the accrued survivor benefit as of October 31, 2017 | | - | Disability: This amount assumes service through age 65 and includes service credit for time on long-term disability | | - | Retirement: For the NEOs eligible to retire, this amount represents the present value of the accrued benefits if they were to retire as of October 31, 2017 | | - | Termination Without Cause, Termination For Cause, and Voluntary Separation: This amount represents the present value of the accrued benefit as of October 31, 2017 | | (8) Since Messrs. Allen and Gilles are eligible for early retirement, the scenario for Voluntary Separation is not applicable. Under this scenario, they would retire. | | | (9) Since Messrs. Kalathur, Field, and May are not eligible for normal or early retirement, this scenario is not applicable. | |

  217. FISCAL 2017 NONQUALIFIED DEFERRED COMPENSATION TABLE

    | 71 | DEERE & COMPANY | 2018 PROXY STATEMENT |