Non-Employee Director Compensation Policy for Board and Committee Service

Contract Categories: Human Resources › Compensation Agreements
Summary

This agreement outlines the compensation structure for non-employee directors of the company. Directors receive an annual retainer, with higher amounts for the chairman, paid partly in deferred stock units and partly in cash or additional deferred stock units at the director's choice. Additional cash fees are paid for attending board and committee meetings beyond a set number per year, and chairpersons of key committees receive extra annual cash fees. The policy specifies payment methods and amounts but does not set a specific time limit.

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EX-10.19 5 exhibit1019.htm EXHIBIT 10.19 Exhibit1019
EXHIBIT 10.19


Non-employee Director Compensation
 
Annual Retainer:
• $130,000 ($230,000 for the chairman of the board), paid in the form of deferred stock units; and
• $90,000 ($155,000 for the chairman of the board), paid in cash, deferred or paid in the form of deferred stock units, at the option of the director
Attendance fees — Board meetings:
$2,000 in cash, per meeting, beginning with the 8th meeting of the fiscal year
Attendance fees — Committee meetings:
$1,500 in cash, per meeting, beginning with the 8th meeting of the fiscal year
Chairperson fees:
• $15,000 in cash, for audit committee
• $10,000 in cash, for compensation committee and nominating/corporate governance committee.