2023 Non-Employee Director Compensation Summary for Independent Realty Trust

Summary

This document outlines the 2023 compensation plan for non-management directors of Independent Realty Trust. Directors receive an annual cash retainer of $80,000 and $90,000 in company stock. Additional cash retainers are provided for serving as Lead Independent Director, committee chairs, and committee members, with amounts varying by role. Directors are also reimbursed for meeting-related expenses and up to $3,500 per year for educational activities. The plan aims to attract and retain qualified independent directors by fairly compensating them for their service and responsibilities.

EX-10.4 2 ex104summaryofnon-employee.htm EX-10.4 Document

Exhibit 10.4

Director Compensation
Our director compensation is designed with the goals of attracting and retaining highly qualified individuals to serve as independent directors and to fairly compensate them for their time and efforts. For 2023, our non-management directors received the following compensation for their service as directors:
A standard non-management Board member retainer per year of:
$80,000 cash; and
$90,000 worth of IRT stock, based on the volume weighted average of our closing stock price on the NYSE for the 20 trading days prior to the grant date;
Lead Independent Director retainer per year of $25,000 cash
Chair retainers per year of:
$20,000 cash for the Audit Committee Chair;
$15,000 cash for the Compensation Committee Chair;
$10,000 cash for the Nominating Committee Chair;
$5,000 cash for the Finance & Investment Committee; and
$5,000 cash for the Risk Committee.
Committee member (other than the Chair) retainers per year of:
$7,500 cash for the Audit Committee members;
$5,000 cash for the Compensation Committee members;
$5,000 cash for the Nominating Committee members;
$5,000 cash for the Finance & Investment Committee; and
$5,000 cash for the Risk Committee.
Our directors are also reimbursed for their out-of-pocket expenses in attending Board and committee meetings and up to $3,500 annually for education activities.