Description of Compensation for Non-Employee Directors of FEI Company (2011)

Contract Categories: Human Resources › Compensation Agreements
Summary

This document outlines the compensation structure for non-employee directors of FEI Company for 2011. Non-employee directors receive an annual retainer, additional fees for serving as Chairman or committee chairs, and meeting attendance fees, all paid quarterly. Directors are also reimbursed for reasonable expenses related to meetings. In addition to cash compensation, new non-employee directors receive restricted stock units (RSUs), while continuing directors receive annual RSUs and stock options. The agreement specifies that compensation is not prorated for partial service within a quarter.

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EX-10.14 4 feic123111-ex1014.htm DESCRIPTION OF COMPENSATION OF NON-EMPLOYEE DIRECTORS FEIC12.31.11-EX10.14


Exhibit 10.14
Description of Compensation of Non-Employee Directors

Fees Earned or Paid in Cash
Cash payments to non-employee directors for 2011 will be made as follows:
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Annual retainer: $30,000
•
Chairman of the Board: $35,000 annually (in addition to the annual retainer)
•
Board meeting fees: $1,500 per meeting attended, whether attended in-person or by phone
•
Annual committee chairman fees:
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$5,000 for Nominating and Governance Committee
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$7,000 for Compensation Committee
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$12,000 for Audit Committee
•
Committee meeting fees: $1,000 per meeting attended, whether attended in-person or by phone
All amounts are paid quarterly. There is no pro-rating for service for less than a full quarter; service on any committee for part of a quarter is treated the same as an entire quarter. On occasion, non-committee members are invited to attend committee meetings and may be paid fees for such attendance. All directors were reimbursed in 2010 for reasonable expenses incurred in connection with attending meetings.
Equity Compensation
Each new non-employee director receives 5,000 RSUs upon becoming a director. Each continuing non-employee director receives 1,500 RSUs and options to purchase 3,000 shares of our common stock on the date of each annual meeting beginning the year subsequent to the year in which such person became a non-employee director.