CytoDyn Inc. Non-Employee Director Compensation Program Effective June 1, 2015
CytoDyn Inc. outlines its compensation program for non-employee directors, effective June 1, 2015. Non-employee directors receive an annual cash retainer of $25,000, with additional fees for serving as Chairman or on board committees. Committee chair and member fees are cumulative and paid quarterly. Each director is also granted a stock option for 50,000 shares, vesting quarterly over five years. Directors are reimbursed for reasonable business expenses related to their board service.
Exhibit 10.1
CYTODYN INC.
SUMMARY OF NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM
EFFECTIVE JUNE 1, 2015
The annual cash retainer fee for service as a non-employee director on the Board of Directors of CytoDyn Inc. is $25,000. Annual retainer fees for service as the Chairman of the Board, a committee chair or a committee member are as follows:
| Chairman of the Board | $ | 15,000 | ||
| Audit Committee Chair | $ | 15,000 | ||
| Audit Committee Member | $ | 5,000 | ||
| Compensation Committee Chair | $ | 7,500 | ||
| Compensation Committee Member | $ | 2,500 | ||
| Nominating Committee Chair | $ | 7,500 | ||
| Nominating Committee Member | $ | 2,500 | ||
Committee chair fees are in addition to committee member fees. All cash retainer fees vest daily on a pro rata basis and are payable quarterly in arrears within 10 business days following the end of each fiscal quarter.
Each non-employee director also is to be granted a stock option to purchase 50,000 shares of common stock on June 1, 2015, with an exercise price equal to the closing sale price on the date of grant and a five-year term. The options vest in equal quarterly installments beginning September 1, 2015.
Non-employee directors are also reimbursed for their reasonable business expenses for service as a member of the Board of Directors or a board committee.
