Corgentech Inc. Amended Non-Employee Director Cash Compensation Arrangement (Effective April 15, 2004)

Summary

Corgentech Inc. has established a compensation arrangement for its non-employee directors. Each non-employee director receives an annual retainer of $25,000, paid quarterly. Additional annual cash retainers are provided to the Chairmen of the Board, Compensation Committee, and Corporate Governance Committee ($5,000 each), and to the Chairman of the Audit Committee ($7,500), also paid quarterly. Directors are also compensated for attending board and committee meetings, with different amounts for in-person and telephone participation.

EX-10.39 2 a05-7148_1ex10d39.htm EX-10.39

Exhibit 10.39

AMENDED NON-EMPLOYEE DIRECTOR
CASH COMPENSATION ARRANGEMENT
(EFFECTIVE: APRIL 15, 2004)

        Each director of Corgentech Inc. (the “Company”) who is not an officer or employee of the Company will receive an annual retainer fee of $25,000 paid in four equal quarterly installments. An additional annual cash retainer of $5,000 will be paid to each of (1) the Chairman of the Board, (2) the Chairman of the Compensation Committee, and (3) the Chairman of the Corporate Governance Committee.  Such cash retainers will also be paid in four equal quarterly installments, The Chairman of the Audit Committee will receive an additional $7,500 annually, also paid in four equal quarterly installments.  In addition, each non-employee director will receive $2,000 for attendance at each Board meeting, or $750 for attendance if such participation is by telephone and $750 for attendance at each committee meeting, whether in person or by telephone.