Exhibit No
EX-10.1 2 p70964exv10w1.htm EX-10.1 exv10w1
EXHIBIT 10.1
DIRECTOR COMPENSATION
On July 22, 2005, Inter-Tel’s board of directors elected Alexander Cappello as the Chairman of the Board of Directors of Inter-Tel effective July 23, 2005. Inter-Tel also revised its director compensation on this same date to provide a quarterly stipend to the new non-employee Chairman of the Board. We do not pay Mr. Mihaylo, who is also an officer of the Company, additional compensation for his service as a director. During 2005, compensation for each non-employee director included the following:
| Description | 1-1-05 to 9-30-05 | After 10-1-05 | ||
Each regularly scheduled Board of Directors meeting attended | $1,500 | $1,500 | ||
Quarterly stipend for non-chairman committee members | 6,000 | 6,000 | ||
Quarterly stipend for compensation committee chairman | 6,500 | 6,500 | ||
Quarterly stipend for governance and nominating committee chairman | 6,500 | 6,500 | ||
Quarterly stipend for non-employee chairman of the board of directors | — | 10,500 | ||
Quarterly stipend for audit committee chairman | 10,500 | 10,500 | ||
Each regularly scheduled compensation committee meeting attended | 1,500 | 1,500 | ||
Each regularly scheduled governance and nominating committee meeting attended | 1,500 | 1,500 | ||
Each regularly scheduled audit committee meeting attended | 2,000 | 2,000 | ||
Each special meeting of the Board or committee of the Board, including unanimous written consents in lieu of board meetings | 1,500 | 1,500 | ||
Expenses of attending Board and Committee meetings | As incurred | As incurred | ||
The Company also allows each director to elect to participate in the health benefit plans each year. Directors are offered participation in the same plans offered to employees, subject to payment by each electing director at employee participant rates, plus all applicable co-pays and/or deductibles. | Participation offered in Company plans | Participation offered in Company plans | ||
Director continuing education expenses. | 50% of eligible tuition plus expenses | 50% of eligible tuition plus expenses | ||
Annual stock option grants to purchase shares of Common Stock, pursuant to the Company’s Director Stock Option Plan (as amended), at the market price five (5) business days after the date of the annual Board meeting | 7,500 | 7,500 |
