The Dun & Bradstreet Corporation Non-Employee Director Compensation Program (2005 and 2004)
This agreement outlines the compensation program for non-employee directors of The Dun & Bradstreet Corporation for 2005 and 2004. It specifies annual retainers, committee chair retainers, and stock-based awards, including restricted share units and stock options. Directors are required to hold at least 50% of shares or units received during their tenure. Payments are made semi-annually, and some compensation can be deferred or converted into restricted share units. Vesting and other terms are determined by the Board of Directors.
Exhibit 10.1
The Dun & Bradstreet Corporation
Non-Employee Director Compensation Program
| 2005 | 2004 | |||
Board member annual retainer | ||||
Cash1 | $50,000 | $35,000 | ||
Restricted share units2 | $60,000 | $40,000 | ||
Committee chair retainer (cash)1 | $15,000 | $5,000 | ||
Annual stock option grant value3 | $60,000 | $80,000 | ||
One-time stock option grant value (upon election)3 | $35,000 | $35,000 | ||
Stock ownership guidelines | Required to hold no less than 50% of all shares or restricted share units obtained through the program throughout their tenure | Required to hold no less than 50% of all shares or restricted share units obtained through the program throughout their tenure |
2 Payable in equal semi-annual installments on the first business day in March and July of each year. Represents the right to receive shares of the Company’s common stock on the earlier of the third anniversary of the date of grant and the date on which the director ceases to perform services as a director of the Company. Restricted share units may be deferred pursuant to the terms of the applicable Restricted Share Unit Award Agreement.
3 Vesting requirements are determined by the Company’s Board of Directors.
