SUMMARY OF COMPENSATION ARRANGEMENTS WITH NAMED EXECUTIVE OFFICERS AND DIRECTORS (AS OF JANUARY 1, 2006)
Exhibit 10.15
SUMMARY OF COMPENSATION ARRANGEMENTS
WITH NAMED EXECUTIVE OFFICERS AND DIRECTORS
(AS OF JANUARY 1, 2006)
Named Executive Officers
The following summarizes the current cash compensation and benefits received by the Companys Chief Executive Officer and its other four most highly compensated executive officers at the end of fiscal year 2005 (the Named Executive Officers). The following is intended to be a summary of existing oral, at will arrangements, and in no way is intended to provide any additional rights to any of the Named Executive Officers.
None of the Companys executive officers has a written employment agreement with the Company. The executive officers of the Company serve at the discretion of the Board of Directors. The Compensation Committee of the Board (the Committee) reviews and recommends to the Board the compensation that is paid to the Companys executive officers, including the salaries of the Named Executive Officers. The current salaries of the Named Executive Officers are as follows:
Name and Principal Position | Salary | ||
David A. Dye | $ | 500,000 | |
President, CEO and Director | |||
J. Boyd Douglas | $ | 500,000 | |
Executive Vice President, COO and Director | |||
M. Stephen Walker | $ | 375,000 | |
Vice President Finance and CFO | |||
Victor S. Schneider | $ | 250,0001 | |
Senior Vice President Corporate and Business Development | |||
Troy D. Rosser | $ | 200,0001 | |
Vice President Sales | |||
1 In addition to this guaranteed base salary, Messrs. Schneider and Rosser are eligible to receive sales commissions. Such commissions are included each year as part of these individuals salaries for purposes of determining their status as Named Executive Officers. |
The Named Executive Officers are eligible to receive discretionary bonuses. The Named Executive Officers are also eligible to participate in the Companys 2002 Stock Option Plan and 2005 Restricted Stock Plan, as well as the Companys regular benefit plans and programs. All executive benefit plans and forms of agreements are filed as exhibits to the Companys Exchange Act filings. Information regarding compensation earned during fiscal 2005 will be included in the Companys 2006 Proxy Statement.
Directors
Current director compensation arrangements provide that non-employee directors, other than members of the Audit Committee, will receive an annual retainer of $10,000. Each director who is a member of the Audit Committee receives an annual retainer of $15,000. Each non-employee director also receives an attendance fee of $2,000 for each regular quarterly meeting of the Board of Directors. Directors are also reimbursed for their expenses incurred in attending any meeting of directors.