EXHIBIT10.24 COMPENSATIONFOR NON-EMPLOYEE DIRECTORS
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.