AutoGenomics, Inc. Non-Employee Director Compensation Policy

Contract Categories: Human Resources › Compensation Agreements
Summary

AutoGenomics, Inc. has established a policy outlining compensation for its non-employee directors, combining cash payments and equity awards. Non-employee directors receive annual cash retainers for board and committee service, with additional amounts for leadership roles. Directors may choose to receive restricted stock units (RSUs) instead of cash. New directors receive an initial grant of RSUs, and all non-employee directors receive annual RSU grants, which vest after one year of continued service. Employee directors do not receive compensation for board service. The policy remains in effect until changed by the board.

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EX-10.6 4 d402968dex106.htm DIRECTOR COMPENSATION POLICY Director Compensation Policy

Exhibit 10.6

Non-Employee

Director Compensation Policy

The general policy of the board of directors of AutoGenomics, Inc. is that compensation for non-employee directors should be a mix of cash and equity-based compensation. Employee directors are not paid for service on the board of directors of AutoGenomics, Inc. Until changed by duly adopted resolution of the board of directors, non-employee directors will receive the following compensation in connection with their service on our board of directors:

 

CASH RETAINERS*

   

Board Membership:

    $ 35,000   

Lead Director:

    $ 10,000   

Audit Committee Chair:

    $ 10,000   

Compensation Committee Chair:

    $ 7,000   

Nom. & Gov. Committee Chair:

    $ 5,000   

Audit Committee Member:

    $ 7,500   

Compensation Committee Member:

    $ 5,000   

Nom. & Gov. Committee Member:

    $ 3,000   

EQUITY GRANTS**

   

New Director Grant

      10,000 RSUs   

Annual Grant

      5,000 RSUs   

 

* Cash retainers to be paid quarterly, in arrears, on the 5th business day of the quarter subsequent to the period in which the fees are earned. In lieu of receiving cash compensation, directors may elect to receive restricted stock units with an equal value on their date of grant.
** Full valued securities for initial grant shall be issued on the date of election to the Board of Directors. Annual grant shall be issued on the date of the annual meeting at which the directors are elected. Restricted stock units will vest one year after they were granted, subject to the director’s continuing service on our board of directors on that date.