Continental Resources, Inc. Summary of Non-Employee Director Compensation (Effective October 1, 2020)

Summary

Continental Resources, Inc. outlines compensation for its non-employee directors, effective October 1, 2020. Non-employee directors receive an annual cash retainer of $97,000, with the Lead Director receiving an additional $12,000. Directors who are also employees do not receive these retainers. Non-employee directors are also granted restricted stock valued at $240,000 annually, with a one-year vesting period, under the company's 2013 Long-Term Incentive Plan. Directors are required to own company stock equal to at least five times the base retainer and must retain all granted shares until this requirement is met.

EX-10.1 2 ex101-3q2020.htm EX-10.1 Document
Exhibit 10.1
Continental Resources, Inc.
Summary of Non-Employee Director Compensation
Approved July 30, 2020
Effective as of October 1, 2020


Retainers

Non-employee directors of Continental Resources, Inc. (the “Company”) receive the following compensation as of the date indicated above:
An annual cash retainer of $97,000 per year;
The Lead Director is paid an additional annual retainer of $12,000;

There are no cash retainers or fees paid in connection with any non-employee director’s service on any of the Board committees, whether as a committee chairman or regular committee member.


Harold Hamm, Bill Berry and Shelly Lambertz who are directors and employees will not receive any of the retainers described above.

Equity-Based Compensation

After October 1, 2020, non-employee directors are expected to receive grants of restricted stock with a vesting period of one year pursuant to the terms of the Continental Resources, Inc. 2013 Long-Term Incentive Plan (the “2013 Plan”). The number of shares granted is at the discretion of the Board of Directors. The targeted grant value for annual non-employee director restricted stock grants remains unchanged at $240,000. The Company’s Board of Directors has adopted a common stock ownership requirement for non-employee directors. Each non-employee director is expected to own shares of the Company’s common stock with a market value equal to at least five times the base annual retainer. Until the common stock ownership guideline is achieved, each non-employee director is expected to retain 100% of the shares received as a result of restricted shares granted under the 2013 Plan and/or the Continental Resources, Inc. 2005 Long-Term Incentive Plan (the predecessor to the 2013 Plan). Shares owned directly by, or held in trust for, the non-employee director or his or her immediate family members residing in the same household and unvested restricted shares are included in the calculation of market value.