Summary of Outside Director Compensation Program for Dillard's, Inc.
This document outlines the compensation program for outside directors of Dillard's, Inc. Directors receive an annual cash retainer of $45,000, with additional payments for committee chairs and members, all paid quarterly. Directors also receive $75,000 in stock compensation each year, subject to a one-year vesting period. Travel expenses are reimbursed, and compensation is pro-rated for new directors who join mid-year.
Summary of Outside Director Compensation Program
Annual Retainers
| Director | $45,000 | Paid quarterly at beginning of quarter |
| Chair of Audit Committee |
+$15,000 |
Paid quarterly |
| Chair of Compensation Committee |
+$10,000 |
Paid quarterly |
| Chair of Nominating and Governance Committee |
+$10,000 |
Paid quarterly |
| Non-chair Audit Committee member |
+$9,000 |
Paid quarterly |
| Non-chair Compensation Committee member |
+$6,000 |
Paid quarterly |
| Non-chair Nominating Governance Committee member |
+$6,000 |
Paid quarterly |
| Note: All travel expenses paid based on voucher | ||
STOCK COMPENSATION:$75,000/year; each grant subject to one year vesting; stock compensation granted in May of year.
Note: For subsequent new Board members who join Board mid-year, cash and stock compensation is pro-rated.
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