Summary of Compensation Arrangements for Non-Employee Directors as of January 1, 2018

Contract Categories: Human Resources › Compensation Agreements
Summary

This document outlines the compensation for non-employee directors of the company as of January 1, 2018. Non-employee directors receive both stock-based and cash compensation for their service. Each director, except the Chairman, receives an annual grant of fully-vested common stock valued at $47,500 and a cash retainer of $42,500, both paid quarterly. The Chairman receives higher amounts. Additional cash retainers are provided for committee participation, with specific amounts for committee chairs and members. These arrangements specify the compensation structure for non-employee board members.

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EX-10.1 2 cba-20180331xex101.htm EXHIBIT 10.1 Exhibit
EXHIBIT 10.1 


SUMMARY OF COMPENSATION ARRANGEMENTS
FOR NON-EMPLOYEE DIRECTORS

As of January 1, 2018, non-employee directors are entitled to receive stock-based and cash compensation for their service on the Board of Directors as follows:

Stock-Based Compensation:
Effective immediately before the 2018 Annual Meeting of Shareholders, each non-employee director will receive an annual grant of fully-vested shares of our common stock with a fair value of $47,500, other than the Chairman of the Board, who will receive a fully-vested stock grant with a fair value of $70,000.

Cash Compensation:
Each non-employee director receives an annual cash retainer of $42,500, other than the Chairman of the Board, who receives an annual cash retainer of $65,000, in each case payable quarterly.

Additional cash compensation for participation on Board committees is also paid quarterly. The Chair of the Audit Committee receives an annual cash retainer of $15,000, while other members of the Audit Committee receive $5,000. The Chairs of the Nominating and Governance, Compensation, and Strategic Planning Committees each receive an annual cash retainer of $10,000. Other members of the Compensation Committee receive an annual cash retainer of $3,000, while each member of the Nominating and Governance Committee and the Strategic Planning Committee receives an annual retainer of $2,000.