Exelixis, Inc. 2009 Non-Employee Director Compensation Summary
This document outlines the 2009 compensation structure for non-employee directors of Exelixis, Inc. It details cash payments for board and committee service, including annual retainers, chair fees, and meeting fees. It also describes equity compensation, specifying initial and annual stock option grants for non-employee directors, with a note that directors have waived 25% of the annual grant for 2009. The agreement sets out the amounts, conditions, and timing for these payments and grants.
Exhibit 10.18
COMPENSATION INFORMATION FOR NON-EMPLOYEE DIRECTORS
Exelixis, Inc.
2009 Cash Compensation for Non-Employee Directors
Board of Directors | Retainer Fee | $ | 20,000 | ||
Additional Chair Retainer Fee | $ | 25,000 | |||
Regular Meeting Fee | $ | 2,500 | |||
Special Meeting Fee* | $ | 1,000 | |||
Audit Committee | Retainer Fee | $ | 6,000 | ||
Additional Chair Retainer Fee | $ | 10,000 | |||
Meeting Fee** | $ | 1,000 | |||
Compensation Committee | Retainer Fee | $ | 5,000 | ||
Additional Chair Retainer Fee | $ | 5,000 | |||
Meeting Fee** | $ | 1,000 | |||
Nominating & Corporate Governance Committee | Retainer Fee | $ | 5,000 | ||
Additional Chair Retainer Fee | $ | 5,000 | |||
Meeting Fee** | $ | 1,000 | |||
Research & Development Committee | Retainer Fee | $ | 10,000 | ||
Additional Chair Retainer Fee | $ | 10,000 | |||
Meeting Fee** | $ | 5,000 |
* | Meeting at which minutes are generated. |
** | In-person meeting or teleconference at which minutes are generated. |
Exelixis, Inc.
2009 Equity Compensation for Non-Employee Directors
Board of Directors | Initial Option Grant* | Number of Options | 25,000 | ||||
Annual Option Grant | Number of Options | 11,250 | ** |
* | For new directors only. |
** | Our 2000 Non-Employee Directors Stock Option Plan provides for an annual option grant to each non-employee director of 15,000 options. Each of our non-employee directors has waived his right to 25% of the annual option grant for 2009. The annual option grants will occur automatically on the date of our 2009 Annual Meeting of Stockholders. |