Calix, Inc. Non-Employee Director Cash Compensation Policy, as amended March 21, 2025

EX-10.1 2 ex101calixnon-employeedire.htm EX-10.1 Document
Exhibit 10.1
CALIX, INC.

Non-Employee Director Cash Compensation Policy, as last amended March 21, 2025

1.General. This Non-Employee Director Cash Compensation Policy (“Policy”) was adopted by the Board of Directors (“Board”) of Calix, Inc. (“Company”) on August 11, 2021, and last amended on March 21, 2025, to be effective as of April 1, 2025.

2.Annual Cash Compensation. Each member of the board who is not employed by the Company or one of its affiliates shall be entitled to an annual retainer with the amount determined as follows (the net sum for each director, his or her “Annual Retainer”):

 Amount
Base Retainer
$60,000
Board and Committee Chair Service (in addition to Base Retainer)
 
Board Chair    
$75,000
Lead Independent Director
$35,000
Audit Committee Chair    
$35,000
Compensation Committee Chair    
$20,000
Nominating and Corporate Governance Committee Chair    
$12,000
Cybersecurity Committee Chair    
$10,000
Strategic Committee Chair    
$10,000
Non-Chair Committee Service (in addition to Base Retainer)
 
Audit Committee    
$12,500
Compensation Committee    
$10,000
Nominating and Corporate Governance Committee    
$5,500
Cybersecurity Committee    
$5,000
Strategic Committee    
$5,000

3.Timing of Payment. Annual Retainers shall be paid in quarterly installments in arrears, generally during the first week of the Company’s fiscal quarter following the quarter of service. Installments will be pro-rated for any partial period of service.

4.Policy Subject to Amendment, Modification and Termination. This Policy may be amended, modified or terminated by the Board at any time in the future at its sole discretion.

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