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. Stock compensation of $57,000 per year is granted in May and vests over one year. Travel expenses are reimbursed. Compensation for new directors joining mid-year is pro-rated. The program ensures directors are compensated for their service and committee roles.
Exhibit 10.10
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 | +$7,800 | Paid quarterly |
| Non-chair Compensation committee member | +$5,000 | Paid quarterly |
| Non-chair Nominating and Governance member | +$5,000 | Paid quarterly |
Note: All travel expenses paid based on voucher.
STOCK COMPENSATION: $57,000/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.
