R.H. Donnelley Corporation Non-Management Director Compensation Program (Effective April 1, 2009)

Contract Categories: Human Resources › Compensation Agreements
Summary

This document outlines the compensation program for non-management directors of R.H. Donnelley Corporation, effective April 1, 2009. It specifies annual cash retainers for board service, lead director, committee membership, and committee chair roles, with amounts varying by committee. All retainers are paid quarterly, and additional compensation is available at year-end in stock or cash. The Compensation & Benefits Committee may set special committee compensation as needed. No meeting fees are provided under this program.

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EX-10.1 2 g19966exv10w1.htm EX-10.1 exv10w1
EXHIBIT 10.1
R.H. Donnelley Corporation
Non-Management Director Compensation Program
Effective as of April 1, 2009
(Approved by by the Board of Directors on April 21, 2009)
n   Annual board service cash retainer: $75,000
n   Annual lead director cash retainer: $75,000 (not eligible for committee member retainers, eligible for committee chair retainers, if applicable).
n   Annual committee member cash retainer:
  4   Audit & Finance: $20,000
 
  4   Compensation & Benefits and Corporate Governance: $15,000
n   Annual committee chair cash retainer:
  4   Audit & Finance: $25,000
 
  4   Compensation & Benefits or Corporate Governance: $15,000
n   All cash retainers payable quarterly.
n   Special committee compensation: In the event a special committee is formed, the Compensation & Benefits Committee will have the authority to determine the appropriate retainer for that committee (either in advance or at the conclusion of the special committee’s work).
n   Additional compensation of $90,000 payable at the end of the calendar year (in stock or cash, at the election of the board).
n   No meeting fees.