Bell Microproducts Inc. Non-Employee Director Compensation Arrangements (August 3, 2005)
Bell Microproducts Inc. outlines compensation for its non-employee directors as of August 3, 2005. Non-employee directors receive annual retainers, additional fees for attending board and committee meetings, and stock options under the company's 1998 Stock Plan. The arrangement specifies different retainer amounts for directors and committee chairs, as well as per-meeting fees. Upon joining, each non-employee director receives a stock option grant, with additional annual grants thereafter. These terms apply only to directors who are not company employees.
EXHIBIT 10.1
BELL MICROPRODUCTS INC.
COMPENSATION ARRANGEMENTS FOR DIRECTORS
AS OF AUGUST 3, 2005
As of August 3, 2005, the directors of Bell Microproducts Inc. (the “Company”) who are not employees of the Company receive the following compensation:
Board and Committee Fees. Directors who are not employees of the Company receive the following annual retainers, which shall be prorated for 2005 as appropriate:
$30,000 – Each director
$15,000* – Lead director
$15,000* – Audit Committee Chair
$12,000* – Compensation Committee Chair
$ 8,000* – Governance/Nominating Committee Chair
*Effective as of October 1, 2005.
In addition, the non-employee directors receive a fee of (i) $4,000 per day for each Board meeting attended in person or $2,000 for attendance by telephone and (ii) $2,000 per committee meeting attended in person or by telephone.
Equity. Under the terms of the Company’s 1998 Stock Plan, each non-employee director automatically receives a nonqualified option to purchase 22,500 shares of the Company’s Common Stock upon his or her initial election as a director and a nonqualified option to purchase 7,500 shares of Common Stock annually thereafter.
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