Barrett Business Services, Inc. Summary of Compensation Arrangements for Non-Employee Directors (Effective July 1, 2017)
Barrett Business Services, Inc. has set compensation terms for its non-employee directors, effective July 1, 2017. Non-employee directors receive an annual cash retainer, with higher amounts for the Chairman and committee chairs, and additional retainers for committee members. Directors also receive restricted stock units (RSUs) under the company's stock incentive plan, with awards vesting over three years. Two new directors received additional RSUs. These arrangements outline the pay structure and equity incentives for the company's board members.
EXHIBIT 10.7
BARRETT BUSINESS SERVICES, INC.
SUMMARY OF COMPENSATION ARRANGEMENTS
FOR NON-EMPLOYEE DIRECTORS
Effective July 1, 2017, compensation arrangements for non-employee directors of Barrett Business Services, Inc. (the "Company") include an annual retainer of $60,000 ($100,000 for the Chairman of the Board) payable in cash in monthly installments. Committee chairs receive an annual cash retainer, payable in monthly installments, as follows: chair of Audit and Compliance Committee, $15,000; chair of Compensation Committee, $10,000; chair of Risk Management Committee, $10,000; and chair of Corporate Governance and Nominating Committee, $7,500. Committee members receive an annual cash retainer, payable in monthly installments, as follows: Audit and Compliance Committee, $7,500; Compensation Committee, $5,000; Risk Management Committee, $5,000; and Corporate Governance and Nominating Committee, $3,750.
In addition, each non-employee director as of July 1, 2017, received an award of restricted stock units (“RSUs”) under the Company's 2015 Stock Incentive Plan. The RSU awards had a grant date fair value of approximately $62,500 (based on the closing sale price of BBSI common stock on June 30, 2017, of $57.29). Two new directors appointed by the Board since July 1, 2016, received additional RSUs with a grant date fair value on July 1, 2017, as follows: Thomas B. Cusick, $36,000; and Vincent P. Price, $25,000. The 2017 RSU awards will vest in three equal annual installments.
