United Stationers Inc. Executive Summary of Board ofDirectors Compensation (approved as of 7/27/06 with aneffective date of 9/1/06)
Exhibit 10.1
United Stationers Inc.
Executive Summary of Board of Directors Compensation
(approved as of 7/27/06 with an effective date of 9/1/06)
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During 2006 the Board of Directors of United Stationers Inc., upon recommendation by the Governance Committee, approved certain adjustments to the overall compensation paid to Board members. Following is a summary of the forms and levels of compensation to be provided to Directors from September 1, 2006.
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Director Compensation Component
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| 2006 Amount
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| Comment
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| Annual Retainer |
| $60,000 annual rate |
| Unchanged from 2005 |
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| Board Meeting Fees |
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| · In person |
| $4,000 per meeting |
| Unchanged from 2005 |
| · Telephonic |
| $1,000 per meeting |
| Unchanged from 2004. |
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| Committee Meeting Fees |
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| · Held in connection with a Board meeting |
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| · Held by teleconference |
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| — Audit Committee Chairman |
| $2,500 per meeting |
| Unchanged from 2005 |
| — Other Committee Chairmen |
| $2,000 per meeting |
| Increased in 2006 from $1,000 |
| — Other non-employee members |
| $500 per meeting |
| Unchanged from 2004 |
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| · In-person meeting not held in connection with a Board meeting |
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| — Audit Committee Chairman |
| $2,500 |
| Unchanged from 2005 |
| — Other Committee Chairmen |
| $2,000 per meeting |
| Increased in 2006 from $1,500 |
| — Other non-employee members |
| $1,000 per meeting |
| Unchanged from 2004 |
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| Deferred Compensation |
| N/A |
| Allows for deferrals of all or a portion (but not less than 50%) of the annual retainer and meeting fees into stock units. Such stock units are paid out after cessation of service as a Director. |
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Director Compensation Component
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| 2006 Amount
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| Comment
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| Equity Compensation |
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| · Chairman of the Board |
| Approximately $85,000 |
| Options to be granted on September 1, 2006 will be for the number of shares having an economical value of $85,000 based upon the closing price of the Company’s Common Stock on September 1, 2006. Options vest in substantially equal installments over 3 years. Remains unchanged from 2005. |
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| · Other non-employee directors |
| Approximately $75,000 |
| Options to be granted on September 1, 2006 will be for the number of shares having an economical value of $75,000 based upon the closing price of the Company’s Common Stock on September 1, 2006. Options vest in substantially equal installments over 3 years. Remains unchanged from 2005. |
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| Reimbursement |
| Reasonable travel-related expenses |
| Directors are reimbursed for reasonable travel-related expenses incurred in connection with their attendance at Board meetings, Committee meetings, and certain Company events. In addition, the Company encourages their periodic attendance at accredited “Directors’ Colleges” at Company expense. |
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