The Chubb Corporation Non-Employee Director Annual Compensation Program

Summary

This agreement outlines the annual compensation program for non-employee directors of The Chubb Corporation. It specifies cash compensation, including stipends for directors, lead directors, committee chairs, and meeting attendance, as well as equity compensation in the form of Total Shareholder Return Units and Stock Units. The program also allows the Corporate Governance & Nominating Committee to adjust the equity awards up to a certain limit based on the company's stock price. The agreement sets clear terms for how directors are compensated for their service and responsibilities.

EX-10.1 2 a05-21393_1ex10d1.htm MATERIAL CONTRACTS

Exhibit 10.1

 

THE CHUBB CORPORATION

NON-EMPLOYEE DIRECTOR ANNUAL COMPENSATION PROGRAM

 

Cash Compensation

 

 

 

 

 

 

 

• Director Stipend

 

$

50,000

 

• Supplemental Lead Director Stipend

 

50,000

 

• Annual Committee Chair Retainer

 

 

 

- Audit Committee Chairman Stipend

 

20,000

 

- Corporate Governance & Nominating Committee Chairman Stipend

 

12,500

 

- Organization & Compensation Committee Chairman Stipend

 

15,000

 

- Other

 

10,000

 

• Committee Stipend

 

7,500

 

• Fee per Board and Committee Meeting

 

2,000

 

 

 

 

 

Equity Compensation

 

 

 

 

 

 

 

• Monetized Value of Total Shareholder Return Units (TSRs)(1)*

 

67,500

 

• Monetized Value of Stock Units(2)*

 

22,500

 

 


(1)                                  TSRs are expressed in units, where one unit is equivalent to one share.  The monetized value of TRSs is calculated by reference to Chubb’s closing stock price on the grant date.  TSRs payout in a range of 0 to 200% of the nominal award depending upon Chubb’s performance during the applicable performance cycle.

 

(2)                                  Stock Units are expressed in units, where one unit is equivalent to one share.  The monetized value of Stock Units is calculated by reference to Chubb’s closing stock price on the grant date.

 

*                                         Chubb’s Corporate Governance & Nominating Committee has the authority to raise the aggregate grant of TSRs and Stock Units up to a monetized value of 1,500 shares of Chubb’s common stock.  The monetized value of TRSs and Stock Units is calculated by reference to Chubb’s closing stock price on the grant date.