Gymboree Corporation Summary of Non-Employee Director Compensation
This document outlines the compensation for non-employee directors of The Gymboree Corporation. Non-employee directors receive an annual retainer fee of $50,000, or $60,000 for the Chairman of the Audit Committee, paid quarterly. Each director also receives an annual grant of restricted company stock valued at $70,000, with vesting over three years or accelerated upon retirement. Directors are reimbursed for travel and out-of-pocket expenses, and receive discounts on company merchandise and programs. No additional fees are paid for meeting attendance.
Exhibit 10.76
THE GYMBOREE CORPORATION
SUMMARY OF NONEMPLOYEE DIRECTOR COMPENSATION
The components of nonemployee director compensation are set forth below.
| Annual Board retainer fee (except for the Chairman of the Audit Committee) | $ | 50,000 | (1) | |
| Annual retainer fee for the Chairman of Audit Committee | $ | 60,000 | (1) | |
| Annual automatic grant of restricted stock of the Company | $ | 70,000 | (2) |
| (1) | The annual retainer fee is paid on a quarterly basis on the first day of the fiscal quarter. In addition, the Company reimburses nonemployee directors for actual travel and out-of-pocket expenses incurred in connection with their services. There are no additional fees for meeting attendance. |
| (2) | The grants of restricted stock will be made annually on the date of the annual stockholders meeting, and the number of shares to be granted will be determined by dividing $70,000 by the closing price for the Company’s common stock on that date as reported on the Nasdaq National Market. Shares subject to the restricted stock awards are subject to a forfeiture restriction that lapses with respect to one-third of the shares per year. The forfeiture restriction will lapse on an accelerated basis upon retirement. |
In addition to the foregoing, all directors receive discounts on Gymboree merchandise and on participation in Gymboree’s Play & Music programs.
