Adamas Pharmaceuticals Non-Employee Director Compensation Policy

Summary

This agreement outlines the compensation for non-employee directors of Adamas Pharmaceuticals. Directors receive an annual cash retainer of $35,000, with additional payments for serving as lead independent director or on board committees. They also receive stock options: 30,000 shares upon joining the board (vesting over three years) and 15,000 shares annually (vesting after one year). If there is a change of control, all outstanding equity awards vest immediately.

EX-10.27 2 adms10k2016ex1027.htm EXHIBIT 10.27 Exhibit


Exhibit 10.27
Compensatory Arrangements with Non-Employee Directors


Cash Compensation:

Annual cash retainer - $35,000
Lead independent director additional annual cash payment - $15,000 
Annual committee fees:
 
    
Annual
    
Annual
 
 
Chair
 
Member
Committee
 
Fee
 
Fee
Audit Committee
 
$
15,000

 
$
7,500

Compensation Committee
 
$
10,000

 
$
5,000

Nominating and Corporate Governance Committee
 
$
7,000

 
$
3,500

Development Committee
 
$
7,500

 
$
5,000


    
Equity Compensation:

Initial equity award upon commencement of service as a board member: non-qualified stock option to purchase 30,000 shares of Adamas common stock that vests annually over three years of service.

Annual equity award: non-qualified stock option to purchase 15,000 shares that vests after one year of service.

Additionally, upon the closing of a change of control, the vesting of all outstanding equity awards held by our non-employee directors will accelerate in full.