Glenayre Technologies, Inc. Non-Officer Director Compensation Program Summary (Effective January 1, 2006)

Contract Categories: Human Resources › Compensation Agreements
Summary

Glenayre Technologies, Inc. has established a compensation program for its non-officer directors effective January 1, 2006. Under this program, non-officer directors receive annual fees, additional payments for attending board and committee meetings, and equity awards in the form of stock options and restricted stock units. Directors are also reimbursed for reasonable travel and accommodation expenses related to their duties. The program outlines specific compensation amounts for participation in various board committees and for serving as lead independent director. Payments are made quarterly, and equity awards are granted upon appointment and at regular intervals.

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EX-10.1 2 g98923exv10w1.htm EX-10.1 EX-10.1  

Exhibit 10.1
Glenayre Technologies, Inc.
Summary of Non-officer Director Compensation Program
     Effective beginning January 1, 2006, non-officer directors of Glenayre Technologies, Inc. are entitled to receive the following compensation:
  •   an annual fee of $20,000 plus $1,500 for attendance in-person, and $500 for attendance via telephonic conference call, at each Board of Directors meeting,
 
  •   an annual fee of $8,000 for Audit Committee participation,
 
  •   an annual fee of $5,000 for Compensation and Plan Administration Committee participation,
 
  •   an annual fee of $4,000 for Executive Committee participation,
 
  •   an annual fee of $3,000 for Governance and Nominating Committee participation,
 
  •   an annual fee of $4,000 for service as the lead independent director,
 
  •   automatic formula-based awards of options to purchase 30,000 shares of Common Stock upon initial appointment to the Board of Directors and on each third anniversary thereafter, and
 
  •   in connection with each Annual Meeting of Stockholders, a number of restricted stock units equal to $18,000 divided by the fair market value of the Common Stock on the last trading day immediately preceding such Annual Meeting.
     Annual fees are paid ratably on a quarterly basis. All directors are reimbursed for their reasonable travel and accommodation expenses incurred with respect to their duties as directors.