Dyax Corp. Non-Employee Director Compensation Policy (as amended April 2005)
This document outlines the compensation policy for non-employee directors of Dyax Corp. Non-employee directors receive annual fees, meeting fees for attending board and committee meetings, and reimbursement for travel expenses. Additionally, they are granted stock options upon election or re-election to the board. Directors who are also employees do not receive extra compensation for board service. The policy specifies the amounts for each type of fee and the number of stock options awarded, ensuring clear guidelines for director compensation.
Exhibit 10.1
Dyax Corp.
Non-Employee Director Compensation
(as amended through April 2005)
Directors who are also employees of Dyax Corp. do not receive any additional compensation for their service on the board of directors. Non-employee directors receive the following compensation.
Director Fees
Annual Fees
The following annual fees are paid to Dyax’s non-employee directors in quarterly installments:
| Recipient |
| Annual Fee |
| |
| Each Non-Employee Director |
| $ | 15,000 |
|
| Each Committee Chair |
| $ | 5,000 |
|
| Each (non-chair) Committee Member |
| $ | 1,000 |
|
Meeting Fees
The following meeting fees are paid to Dyax’s non-employee directors for attendance at each board and committee meeting*:
| Meeting Fees |
| Attendance In Person |
| Attendance Via Telephone |
| ||
| Board Meetings |
| $ | 2,000 |
| $ | 1,000 |
|
| Committee Meetings* |
| $ | 1,000 |
| $ | 500 |
|
*(other than any meeting of the Nominating and Governance Committee held in conjunction with a Board meeting)
Travel Expenses
Dyax reimburses non-employee directors for all travel expenses incurred in connection with attendance at board and committee meetings.
Stock Options
Upon election and each re-election to Dyax’s board of directors at an annual meeting of stockholders, Dyax’s non-employee directors automatically receive awards under the Dyax Corp. Amended and Restated 1995 Equity Incentive Plan of stock options to purchase 9,000 shares of Dyax common stock for each year of their three-year term. Non-employee directors elected between annual meetings automatically receive options to purchase 9,000 shares of Dyax common stock for each year or portion of a year remaining in the three-year term of the class of directors to which they have been elected.
