2009 Non-Employee Director Compensation Summary Term Sheet
This agreement outlines the compensation for non-employee members of the Board of Directors for the 2009 calendar year. Each non-employee director will receive $60,000 in cash and stock, with cash paid quarterly and the stock portion paid in January 2010, contingent on shareholder approval of the stock plan. Directors also receive $1,000 for each meeting attended. Additional quarterly retainers are provided to the Chairmen of the Board, Audit, Executive, and Nominating Committees. The agreement specifies payment timing and conditions for receiving stock compensation.
Exhibit 10.39
Director Compensation Summary Term Sheet
During calendar year 2009, each non-employee member of the Board is entitled to receive an aggregate of $60,000 in cash and stock. The cash portion of the compensation will be paid quarterly in $7,500 increments. The remainder of such compensation will be paid in shares of the Company’s Class A common stock, and will be paid in January 2010 to individuals who are on the Board on December 31, 2009, subject to the approval by the Company’s shareholders of the Company’s Non-Employee Director Stock Plan at the 2009 Annual Meeting of Shareholders to be held on May 5, 2009.
In addition to the foregoing, each non-employee director is entitled to receive $1,000 for each Board or committee meeting attended. Further, the Chairman of the Board and the Chairman of the Audit Committee are also entitled to receive a retainer of $3,000 per quarter, and the Chairman of each of the Executive and Nominating Committees is also entitled to receive a retainer of $2,500 per quarter.
