Summary of Compensation Arrangement between Agilent and Non-Employee Directors (Effective March 1, 2010)
This agreement outlines the annual compensation for Agilent's non-employee directors, including a $75,000 cash payment and $150,000 in unrestricted Agilent stock, both paid annually. Additional cash premiums are provided to directors who chair board committees, except the Non-Executive Chairman, who receives a separate retainer of $260,000 in cash and $150,000 in stock. Committee members and chairs receive extra cash payments depending on their roles. All stock awards are fully vested upon grant.
Exhibit 10.57
Summary of Compensation Arrangement between Agilent and the Non-Employee Directors
Effective as of March 1, 2010, each of Paul N. Clark, Robert J. Herbold, Robert L. Joss, Koh Boon Hwee, Heidi Kunz, David M. Lawrence, M.D. and A. Barry Rand, the non-employee directors of Agilent, receive annually (a) $75,000 in cash which is paid quarterly; and (b) $150,000 in value of unrestricted shares of Agilent common stock. The unrestricted shares are fully vested upon grant.
In addition, non-employee directors who serve as the chairperson of a Board committee are entitled to a committee chair premium. Specifically, the chairperson of each of the Compensation Committee and the Nominating/Corporate Governance Committee, provided that such person is not the Non-Executive Chairman, shall, on an annual basis, receive an additional ten thousand dollars ($10,000.00) in cash. The chairperson of the Audit and Finance Committee of the Board, provided that such person is not the Non-Executive Chairman, shall, on an annual basis, receive an additional twenty thousand dollars ($20,000.00) in cash. The chairperson of any other Board committee, provided that such person is not the Non-Executive Chairman, shall, on an annual basis, receive an additional ten thousand dollars ($10,000.00) in cash.
Each member of the Audit and Finance Committee shall, on an annual basis, receive an additional ten thousand dollars ($10,000.00) in cash which shall be made in a lump sum payment as soon as practicable following the Initial Payment Date with respect to the Plan Year.
The Non-Executive Chairman, James G. Cullen, receives an Annual Retainer that consists of (i) a $260,000 in cash, and (ii) $150,000 in value of unrestricted shares of Agilent common stock. The Non-Executive Chairman is not eligible to receive any committee chair premiums. The unrestricted shares are fully vested upon grant.
