Non-Employee Director Compensation Policy for Board Members (Excluding Michael Small)

Summary

This document outlines the compensation policy for non-employee directors of the company, excluding Michael Small. Non-employee directors receive an annual package of $150,000, split equally among cash, stock options, and restricted stock. The non-employee Chairman receives $225,000 annually, also divided equally among cash, stock options, and restricted stock. Additional cash compensation is provided to the chairs of the Audit, Compensation, and Nominating and Governance Committees. Payments are made quarterly, with cash paid by quarter-end and stock grants dated the last business day of each quarter.

EX-10.10.1 2 d606023dex10101.htm EX-10.10.1 EX-10.10.1

Exhibit 10.10.1

Compensation of Non-Employee Directors (currently consisting of all members of the Board of Directors other than Michael Small)

 

    Each non-employee director other than the Chairman of the Board will be paid annual compensation of $150,000, consisting of $50,000 in cash, $50,000 in stock options and $50,000 in restricted stock.

 

    The non-employee Chairman of the Board will be paid annual compensation of $225,000, consisting of $75,000 in cash, $75,000 in stock options and $75,000 in restricted stock.

 

    The chair of the Audit Committee will receive additional annual compensation of $20,000 in cash.

 

    The chair of the Compensation Committee will receive additional annual compensation of $10,000 in cash.

 

    The chair of the Nominating and Governance Committee will receive additional annual compensation of $5,000 in cash.

 

    All of these amounts will be paid quarterly beginning with the quarter ending September 30, 2013, with cash payments payable on or before the end of the quarter and restricted stock and option grants dated the last business day of the quarter.