Summary of Compensatory Arrangements for Non-Employee Directors of Heartland

Summary

This document outlines the compensation for non-employee directors of Heartland. Directors receive a $50,000 annual retainer, with additional payments for serving as lead independent director or committee chair. They also receive fees for attending meetings and an annual equity award of restricted stock units valued at $75,000, which vest after one year or at the next annual meeting. Directors are reimbursed for travel and business-related expenses incurred while performing their duties.

EX-10.64 4 exhibit1064summaryofcompen.htm EXHIBIT Exhibit 10.64 Summary of Compensary Arrangements


EXHIBIT 10.64

The table below sets forth the compensatory arrangements with the non-employee directors of the Company:
Annual Retainer……………………
$50,000
Lead independent director………
Additional $15,000 annual retainer
Audit committee chairman……
Additional $15,000 annual retainer
Compensation committee chairman.
Additional $7,500 annual retainer
Nominating and Corporate Governance committee chairman.
Additional $7,500 annual retainer
Per in-person committee meeting
Additional $2,000
Per telephonic committee meeting
Additional $1,000
Annual Equity Compensation
equity worth $75,000 in the form of restricted stock units (100% vests upon the earlier of the one year anniversary of the date of grant or the last business day preceding our next annual meeting )

In addition, Heartland reimburses directors for travel expenses incurred in connection with attending board of directors, committee and stockholder meetings and for other Heartland business-related expenses.