EXHIBIT10.24 COMPENSATIONFOR NON-EMPLOYEE DIRECTORS

EX-10.24 3 a07-5019_1ex10d24.htm EX-10.24

EXHIBIT 10.24

COMPENSATION FOR NON-EMPLOYEE DIRECTORS

On December 12, 2006, the Board of Directors approved changes to the compensation to Board members who are not employees of the Company for services rendered as a director.  The compensation structure for fiscal 2006 and the revised compensation structure for fiscal 2007 are as follows:

 

 

Fiscal 2007

 

Fiscal 2006

 

Annual Fee

 

$

35,000

 

$

25,000

 

Attendance at each Board of Directors meeting

 

$

1,500

 

$

1,250

 

Audit Committee Chairperson Annual Fee

 

$

5,000

 

-

 

Audit Committee Chairperson Fee for each Audit Committee meeting attended

 

-

 

$

1,000

 

Compensation Committee Chairperson Annual Fee

 

$

5,000

 

-

 

Governance Committee Chairperson Annual Fee

 

$

5,000

 

-

 

Coordinating Director Annual Fee

 

$

7,500

 

-

 

Coordinating Director Fee for each Board of Directors meeting attended

 

-

 

$

1,000

 

Attendance at a Committee Meeting on a date other than a regularly scheduled Board of Directors meeting

 

$

1,250

 

$

1,000

 

Stock Option Grant upon first joining the Board of Directors (1)

 

30,000 options

 

15,000 options

 

Annual Stock Option Grant (2)

 

7,500 options

 

7,500 options

 


(1)             Represents a one-time grant to new Directors of vested stock options under the terms of the Amended and Restated 1997 Non-Employee Director Stock Option Plan to acquire shares of common stock at a price equal to the fair market value on the date of approval of the grant by the Board of Directors.

(2)             Excludes new Directors receiving the initial one-time grant.  Represents vested stock options under the terms of the Amended and Restated 1997 Non-Employee Director Stock Option Plan to acquire shares of common stock at a price equal to the fair market value on the date of approval of the grant by the Board of Directors.