Coldwater Creek Inc. Summary of Non-Management Director Compensation
This document outlines the compensation structure for non-management directors of Coldwater Creek Inc. Directors receive an annual retainer of $75,000, split between cash and restricted stock units (RSUs). New board members receive stock options to purchase 20,000 shares, with vesting after three years. Additional annual retainers are provided for committee chairs and members, and meeting fees are paid based on meeting length. RSUs vest after one year of board service, and all equity awards are granted under the company's stock option plan.
Exhibit 10.1
COLDWATER CREEK INC.
SUMMARY OF NON-MANAGEMENT DIRECTOR COMPENSATION
Board Membership
Annual Retainer— $75,000, comprised of:
$50,000 in cash
$25,000 annual RSU grant1
Initial grant for new board members:
Stock options to purchase 20,000 shares2
Committee Membership Annual Retainers
Audit Committee Chair —$30,000
Compensation Committee Chair —$15,000
Nominating and Corporate Governance Committee Chair—$15,000
Committee membership—$5,000
Meeting Fees:
| Board: | |||
| One hour or more: | $ | 3,000 | |
| Under one hour: | $ | 1,000 | |
| Committee: | |||
| One hour or more: | $ | 2,000 | |
| Under one hour: | $ | 500 |
| 1 | On the date of each Annual Stockholders Meeting each individual who is to continue to serve as a non-employee director will be automatically granted RSU’s based on fair market value as of that date, provided such individual has served as a non-employee director for at least 90 days. The RSUs will vest upon the completion of one year of board service from grant date. These RSUs will be granted under the Company’s Amended and Restated Stock Option/Stock Issuance Plan. |
| 2 | Exercise price will be equal to fair market value on grant date. Vesting will occur in one installment after completion of 3 years of Board service as measured from the grant date. These options will be granted under the Company’s Amended and Restated Stock Option/Stock Issuance Plan. |
