Outside Directors Compensation Parameters

Contract Categories: Human Resources - Compensation Agreements
EX-10.11 3 cb-12312019xex1011.htm EXHIBIT 10.11 Exhibit
Exhibit 10.11

Chubb Limited
Outside Directors Compensation Parameters
February 2020

Annual Retainer Fee of $305,000. Paid $180,000 in restricted stock and $125,000 cash or, at the election of the director, $305,000 in restricted stock. Includes expectation of service on up to two committees (not counting service on Executive Committee). No fees are payable for regular board or committee meetings.

Annual premiums for committee chairs and lead director:

—     Audit–$35,000        
—     Compensation–$25,000    
—     Nominating & Governance–$20,000        
—     Risk & Finance–$25,000
—     Lead director–$50,000

Annual premiums for selected committee service (non-chair): None.

Committee chair and lead director service premiums are payable in cash quarterly or, at the election of the director, in restricted stock annually.

Meeting fees for “special” meetings (required to consider transactions or other special circumstances, as determined jointly by the Lead Director and Chairman): $2,000 per telephone meeting, $3,000 for ‘in person’ meetings. Payable in cash quarterly. Meeting fees as described in this paragraph shall be payable as determined by the Nominating & Governance Committee, but in all cases subject to availability, taking into account paid and allocable Retainer Fees and premiums described above, within the annual compensation cap approved by shareholders.

Restricted stock will be awarded at beginning of the plan year (i.e. the date of the Annual General Meeting) and become non-forfeitable at end of the plan year, provided that the grantee has remained a Chubb director continuously during that plan year. Increases shall be paid on a pro-rated basis, based on date of award.