Escalade, Incorporated Schedule of Director Compensation
This document outlines the compensation structure for independent directors of Escalade, Incorporated. Independent directors receive an annual cash retainer, with additional fees for serving on the Audit and Compensation Committees, and for attending extra meetings. The Chairman of the Board receives a higher annual retainer. Directors may choose to receive their fees in cash, company stock, or restricted stock units, with specific vesting terms. Full-time employee directors do not receive board fees. The agreement details compensation amounts and options for the 2013 fiscal year.
Exhibit 10.23
Escalade, Incorporated
Schedule of Director Compensation
Each independent director of Escalade, Incorporated currently is entitled to receive an annual cash retainer of $35,000. Each member of the Audit Committee is entitled to receive an additional annual fee of $5,000 except for the Audit Committee Chairman who is entitled to receive $15,000. Each member of the Compensation Committee is entitled to receive an additional annual fee of $3,000 except for the Compensation Committee Chairman who is entitled to receive $10,000. Members of the Audit Committee and Compensation Committee receive additional fees of $1,000 per committee meeting attended in excess of six and four meetings respectively. Mr. Robert Griffin, the Chairman of the Board, is entitled to receive an annual cash retainer of $90,000. All independent directors and Mr. R. Griffin are entitled to receive an additional fee of $1,000 per board meeting attended in excess of eight meetings per year. In 2013, each of the independent directors and Mr. R. Griffin received an annual stock option award of 7,500 shares with a one year vesting.
Under the terms of the Escalade, Incorporated 2007 Incentive Plan, directors can elect to receive some or all of the fees earned in shares of the Company’s common stock or in the form of RSU’s which vest after one year. In 2013, there were 29,138 shares of common stock issued pursuant to the plan. In 2013, directors R. Griffin, White and Williams opted to receive 100% of the fees they were entitled to in the form of common stock. Director Baalmann received a combination of cash and stock. Director Savitsky received his fees in cash.
Directors Keller and P. Griffin are full-time employees of the Company and receive no board fees in connection with their service on the Company’s Board of Directors.
