Board Compensation Program, effective May 21, 2014
EX-10.22 3 ex10_22.htm EXHIBIT 10.22
Exhibit 10.22
CHARLES & COLVARD, LTD.
BOARD OF DIRECTORS COMPENSATION PROGRAM
Designated non-management members of the Board of Directors (the “Board”) of Charles & Colvard, Ltd. (the “Company”) shall be compensated as follows:
| Annual Retainer: | $30,000 paid in four quarterly installments in arrears, pro-rated as applicable. |
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| Additional Annual Retainers: | Chairman of the Board - $20,000 paid in four quarterly installments in arrears, pro-rated as applicable. |
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| | Chairperson of the Audit Committee - $15,000 paid in four quarterly installments in arrears, pro-rated as applicable. |
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| | Chairperson of Compensation Committee and Nominating and Governance Committee - $7,500 paid in four quarterly installments in arrears, pro-rated as applicable. |
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| | Board Committee Members (excluding Chairperson) - $5,000 paid in four quarterly installments in arrears, pro-rated as applicable. Members of the Board may only receive retainers for serving as a member (including Chairperson) of two board committees. |
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| Equity Compensation: | Restricted stock grant upon appointment as a member of the Board by the Board to fill a vacancy in the Board, with a grant date value to be determined by the Board as appropriate considering the time remaining before re-election at the next annual shareholders meeting. Restricted stock grant upon annual re-election as a director with a grant date value of $50,000 for Directors and $55,000 for the Chairman. The only restriction on the restricted shares shall be service on the Board of Directors until the next annual shareholders meeting following the grant. |
| Attendance Participation Fee: | None. |
Adopted March 24, 2014 and effective as of the 2014 Annual Meeting of Shareholders.
