Tesoro Corporation Non-Employee Director Compensation Program (Effective January 1, 2016)
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Summary
Tesoro Corporation's Non-Employee Director Compensation Program, effective January 1, 2016, outlines the annual compensation for its non-employee directors. Each director receives a $280,000 annual retainer, split between $120,000 in cash and $160,000 in restricted stock units (RSUs) that vest after one year. Additional annual payments are provided to the Lead Director ($75,000) and to Committee Chairs ($20,000 or $15,000, depending on the committee). The program specifies how and when compensation is paid, including vesting terms for stock awards.
EX-10.99 5 tso10k2015-ex1099.htm TESORO CORPORATION NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM Exhibit
Exhibit 10.99
TESORO CORPORATION
NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM
(Effective as of January 1, 2016)
The Company’s director compensation program for 2016 provides for an annual retainer of $280,000, payable $120,000 in cash and $160,000 in the form of restricted stock units representing the right to receive shares of common stock with dividend equivalent rights (“RSUs”). Such RSUs vest one year from the date of grant, which is made in connection with the annual meeting of stockholders.
In addition, independent Lead Director and Committee Chairs are entitled to the following annual amounts: Lead Director -- $75,000; Audit Committee Chair and Compensation Committee Chair -- $20,000; Environmental Health, Safety & Security Committee Chair and Governance Committee Chair -- $15,000.