Summary of Outside Director Compensation Program for Board Members
This document outlines the compensation program for outside directors of the company. Directors receive an annual cash retainer of $40,000, paid quarterly, with additional payments for serving as committee chairs or members. Directors also receive $40,000 in stock compensation each year, subject to one-year vesting, granted in May. Travel expenses are reimbursed, and compensation is pro-rated for new directors who join mid-year.
Exhibit 10.4
Summary of Outside Director Compensation Program
Annual Retainers
| Director | $40,000 | 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 | +$7,500 | Paid quarterly |
| |
|
|
| Non-chair Audit Committee member | +$5,000 | Paid quarterly |
| |
|
|
| Non-chair Compensation Committee member | +$5,000 | Paid quarterly |
| |
|
|
| Non-chair Nominating and Governance Committee member | +$4,000 | Paid quarterly |
Note: All travel expenses paid based on voucher.
| STOCK COMPENSATION: | $40,000/year; each grant subject to one year vesting; stock compensation granted in May of each year. |
Note: For subsequent new Board members who join Board mid-year, cash and stock compensation is pro-rated.
