Summary of Outside Director Board Compensation for DiamondCluster FY06

Contract Categories: Human Resources › Compensation Agreements
Summary

This document outlines the compensation for outside directors of DiamondCluster for fiscal year 2006. Directors receive a $40,000 annual retainer and equity awards valued at $30,000 in restricted stock and $30,000 in stock appreciation rights, vesting quarterly over one year. Committee chairs and Audit Committee members receive additional equity. Directors must maintain at least $100,000 in equity and follow specific rules for equity sales. U.S. directors must file a tax election for restricted stock grants.

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EX-10.6 3 c05637exv10w6.htm SUMMARY OF OUTSIDE DIRECTOR BOARD COMPENSATION exv10w6  

Exhibit 10.6
Summary of Compensation for DiamondCluster Outside Directors
     
    FY06 Comp
Annual Retainer
   $40,000
 
    
Meeting attendance fees
   None
 
    
Equity having a $ value of
   $30,000 in Restricted Stock/$30,000 in SARS
 
    
Vesting
   Quarterly over one year
 
Notes:    
 
(1)   All U.S. board members receiving stock must make an Internal Revenue Code Section 83(b) tax election filing for the restricted stock grant.
 
(2)   All committee chairs receive an additional $10,000 in equity.
 
(3)   All Audit Committee members, including the Audit Committee Chair, receive an additional $5,000 in equity.
 
(4)   Board members must retain throughout their term ownership of equity valued at a minimum of $100,000 in accordance with director stock ownership guidelines.
 
(5)   Board members are required to sell any equity through the Partner Equity Sales Program or an approved 10b5-1 plan.