BRISTOL-MYERS SQUIBB

EX-10.(W) 2 dex10w.htm SUMMARY OF TERMS OF THE BOARD OF DIRECTORS' 2006 COMPENSATION PROGRAM Summary of Terms of the Board of Directors' 2006 Compensation Program

Exhibit 10w.

 

BRISTOL-MYERS SQUIBB

 

SUMMARY OF 2006 BOARD OF DIRECTORS’ COMPENSATION PROGRAM

 

CASH COMPENSATION PROGRAM

 

Annual Retainer

    $ 45,000

Board Meeting Fee

    $ 2,000

Committee Meeting Fee

    $ 2,000

Committee Chairman Annual Retainer

    $ 10,000

 

STOCK-BASED PROGRAM

 

As of the date of the Annual Meeting of Shareholders, each Director receives a 2,500 share option grant. The grant vests 25% per year. On February 1, each Director also receives an annual grant of 2,000 share units that are credited to a deferred compensation account until the Director ceases to serve as a Director. The value of the grant is determined by the value of Bristol-Myers Squibb Company Stock.

 

DEFERRED COMPENSATION PROGRAM

 

Twenty-five percent of the annual retainer will be deferred into a deferred share unit account until the director has met the ownership guidelines of 5,000 shares or deferred units. Additionally, all or a portion of compensation may be deferred until retirement or a date specified by the Director. The election to defer is made in the preceding calendar year in which the compensation is earned. A Director may elect for deferred funds to be paid in a lump sum or in a number of installments.

 

The investment options are:

 

  •   a 6-month U.S. Treasury bill equivalent fund

 

  •   a fund based on the return of the Company’s invested cash

 

  •   deferred share units which are based on the return of Bristol-Myers Squibb common stock

 

CHARITABLE CONTRIBUTION PROGRAM

 

This program provides for a $1 million death benefit for each active or retired Director covered. Upon the death of a Director, the Company donates half of the benefit to one or more charitable organizations designated by the Director. The remaining half is contributed to the Bristol-Myers Squibb Foundation.

 

RETIREMENT PROGRAM

 

As of March 5, 1996, the Board ended future accruals under the Retirement Plan for Non-Employee Directors and vested eligible directors regardless of their years of service in retirement benefits accrued to date.