Entravision Communications Corporation Non-Employee Director Compensation Policy

Contract Categories: Human Resources › Compensation Agreements
Summary

Entravision Communications Corporation has established a compensation policy for its non-employee directors. Under this policy, directors receive annual cash retainers for board and committee service, with amounts varying by role and committee. Payments are made quarterly, and new directors receive pro-rated amounts. Additionally, non-employee directors are granted restricted stock units valued at $155,000 each year, which vest after one year or before the next annual stockholder meeting. The policy ensures fair and structured compensation for directors who are not company employees or officers.

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EX-10.14 2 evc-ex10_14.htm EX-10.14 EX-10.14

 

Exhibit 10.14

 

Entravision Communications Corporation

Non-Employee Director Compensation Policy

 

Directors of Entravision Communications Corporation who are not officers or employees of the company are compensated for their services as follows:

 

Annual Cash Retainer for Board Service

 

(i)
A $75,000 annual Board cash retainer payable on the date of the company’s annual stockholder meeting.

 

(ii)
The annual retainer will be paid in equal installments in arrears on the last day of each calendar quarter. A Director who joins the Board on any date other than the company’s annual stockholder meeting will receive a pro-rated annual Board cash retainer, as calculated based on the number of days served by the Director.

 

Annual Cash Retainer for Committee Members

 

(i)
Annual cash retainers for Board committee members, as follows:
a.
Non-Executive Chair: $60,000
b.
Audit Committee: $12,500 ($27,500 if Chair)
c.
Compensation Committee: $7,500 ($17,500 if Chair)
d.
Nominating/Governance Committee: $7,500 ($17,500 if Chair)
e.
Special Committee: $12,500 ($27,500 if Chair)
f.
Lead Director (if not Chair): $17,500

 

(ii)
Annual cash retainers for committee members will be paid in equal installments in arrears on the last day of each calendar quarter. If a Director commences serving as a committee member on any date other than the company’s annual stockholder meeting, the Director will receive a pro-rated annual cash retainer, as calculated based upon the number of days served by the Director.

 

Equity Awards

 

(i)
A grant of restricted stock units that has a grant date value of $155,000, with the grant to be made effective as of the date of the annual stockholder meeting. The restricted stock units will be granted pursuant to the company’s equity incentive plan and will vest on the earlier of (x) one year from the date of grant or (y) the business day immediately preceding the date of the company’s next annual stockholder meeting.

 

(ii)
A Director who joins the Board on any date other than the company’s annual stockholder meeting will receive a pro-rated restricted stock unit grant upon joining the Board, as calculated based on the number of days between the date upon which the Director joins the Board and the date of the company’s next annual stockholder meeting. The grant will be made as soon as practicable following the date upon which the director joins the Board, will be granted pursuant to the company’s equity incentive plan and will vest on the earlier of (x) one year from the date of grant or (y) the business day immediately preceding the date of the company’s next annual stockholder meeting.

 

 

 

 

Adopted by the Board: June 8, 2023