Schedule of Compensation for Non-Employee Directors and Chairman of the Board

Summary

This document outlines the compensation structure for non-employee directors and the Chairman of the Board of a company. Non-employee directors receive annual retainers, meeting fees, and may be granted restricted stock or stock options at the discretion of the Compensation Committee and Board. The Chairman receives a monthly consulting fee and may also receive annual stock option and restricted stock grants, also subject to committee and board approval. Some fees are reduced if meetings are attended by telephone.

EX-10.51 3 h54318exv10w51.htm DIRECTOR COMPENSATION exv10w51

Exhibit 10.51

Schedule of Compensation for Non-Employee Directors


Annual Retainer	$	10,000
Committee Chairman Annual Retainer:
Audit Committee	$	12,500
Compensation Committee	$	6,000
Committee Member Annual Retainer
Audit Committee	$	7,500
Compensation Committee	$	4,000
Regular Board Meeting Fee	$	2,500	(1)
Special Board Meeting Fee	$	1,000	(2)
Committee Meeting Fee	$	1,000	(3)
New Member Restricted Stock/Stock Option Award Grant (#)			(4)
Committee Chairman Restricted Stock Award
Audit Committee (#)			(4)
Compensation Committee (#)			(4)
Nominating Committee (#)			(4)
Committee Member Restricted Stock Award
Audit Committee (#)			(4)
Compensation Committee (#)			(4)
Annual Director Stock Option Grant			(4)
Annual Director Restricted Stock Grant			(4)


(1)		The fee is $1,000 if participation is by telephone.

(2)		The fee is $500 if participation is by telephone.

(3)		The fee is $500 if participation is by telephone.

(4)		Any award is at the discretion of the Compensation Committee and the Board of Directors.

Schedule of Compensation for
Chairman of the Board of Directors


Consulting Arrangement	$12,000/month
Annual Stock Option Grant		(1)
Annual Restricted Stock Grant		(1)


(1)		Any award is at the discretion of the Compensation Committee and the Board of Directors.