Alimera Sciences, Inc. 2019 Non-Employee Director Compensation Program Terms and Conditions

Summary

This document outlines the compensation program for non-employee directors of Alimera Sciences, Inc. Directors receive annual cash retainers for board and committee service, with additional amounts for chairing committees or serving as Chairman or Lead Independent Director. Directors are also granted annual stock options that vest monthly over one year, with special provisions for new directors and accelerated vesting in certain circumstances. Vested options can be exercised for up to three years after a director leaves the board.

EX-10.62 2 exhibit1062.htm EXHIBIT 10.62 Exhibit

Exhibit 10.62

Terms and Conditions of the Alimera Sciences, Inc.

2019 Non-Employee Director Compensation Program



Element	Description
Board Retainer	• $40,000 annual cash Board retainer
Chairman of the Board	• $45,000 annual cash retainer
Lead Independent Director	• $15,000 annual cash retainer
Committee Member (Non-Chair) Additional Annual Cash Retainer	• $10,000 for Audit Committee; • $7,000 for Compensation Committee; • $4,000 for Nominating & Governance Committee
Committee Chair Additional Annual Cash Retainer (includes amount for serving on Committee plus additional amount for serving as Chair)	• $20,000 for Audit Committee • $15,000 for Compensation Committee • $8,000 for Nominating & Governance Committee
Equity Compensation	• Annual grant for 50,000 stock options with a ten-year term and vest in equal monthly vesting installments over one year Ø Option grants at the annual shareholder meeting (June), which is the beginning of the director “service year” Ø New directors are provided a pro-rata annual grant for service until the end of the current director “service year” Ø Directors to have three years to exercise vested options after leaving Board Ø Vesting accelerates in the event of a change in control of the Company or the director’s death or disability