Hot Topic Inc. Director Compensation Summary
This document outlines the compensation structure for directors of Hot Topic Inc. Directors receive cash payments for attending board and committee meetings, with additional fees for serving as chairpersons. Compensation also includes automatic and discretionary stock option grants, as well as stock bonus awards, with amounts determined by role and calculated using the Black Scholes model or share price at the time of grant. The agreement specifies the amounts and conditions for each type of compensation, ensuring transparency in director remuneration.
Exhibit 10.27a
Hot Topic Inc., Director Compensation
Cash Compensation:
| MEETINGS | PER MEETING FEE | ||||
| Board | |||||
| Chair | $ | 7,000 | |||
| Member | $ | 5,000 | |||
| Audit Committee | |||||
| Chair | $ | 2,500 | (+$10,000/Qtr.) | ||
| Member | $ | 1,500 | |||
| Governance & Nominating Committee | |||||
| Chair | $ | 2,500 | |||
| Member | $ | 1,000 | |||
| Compensation Committee | |||||
| Chair | $ | 2,500 | |||
| Member | $ | 1,000 | |||
Other Compensation:
Automatic Options:
| New Director Grant: | 10,000 options | |
| Continuing Director Grant: | 2,500 options | |
| Continuing Chair Grant: | 3,750 options |
Discretionary Options:
Continuing Director Grant: The number of shares which will, including the automatic grant, provide a $60,000 aggregate grant, using the Black Scholes model.
Continuing Chair Grant: The number of shares which will, including the automatic grant, provide an $80,000 aggregate grant, using the Black Scholes model.
Stock Bonus Award:
Director Award: The number of shares equal to $25,000 divided by the share price determined as of the date of grant.
Chair Award: The number of shares equal to $30,000 divided by the share price determined as of the date of grant.
