InterDigital 2010 Compensation Program for Outside Directors
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Summary
This document outlines the 2010 compensation program for outside directors of InterDigital. It specifies annual cash retainers for board and committee service, additional payments for chair roles, and grants of restricted stock units (RSUs) upon initial election and annually. Compensation is adjusted based on attendance and may be deferred if elected in advance. The program details vesting schedules for RSUs and payment timing, and notes that terms will be periodically reviewed.
EX-10.67 4 w77496exv10w67.htm EX-10.67 exv10w67
EXHIBIT 10.67
InterDigital
2010 Compensation Program for Outside Directors
2010 Compensation Program for Outside Directors
Annual Board Retainer: | $ | 40,000 | ||
Chairman of the Board: | $ | 50,000 | ||
Audit Committee Chair: | $ | 30,000 | ||
All Other Committee Chairs: | $ | 10,000 | ||
Audit Committee Retainer: | $ | 10,000 | ||
All Other Committee Retainers: | $ | 5,000 | ||
Initial Election RSU Award: | 4,000 | RSUs (vesting in full one year from grant date) | ||
Annual RSU Award: | 4,000 | RSUs (vesting in full one year from grant date) |
All cash payments and RSU grants shall be based on service for a full year; pro rata payments and grants shall be made for service of less than one year. Cash payments shall be made on a quarterly basis. Payment of the annual Board and all committee retainers are subject to the directors attendance at the regularly scheduled quarterly meetings, as follows: 100% payment for participating in person, 50% payment for participating telephonically, and no payment for not participating.
Both cash payments and RSUs may be deferred. An election to defer must be made in the calendar year preceding the year in which services are rendered and the compensation is earned (i.e., elections to defer must be made by December 31 of each year for the deferral to apply to the next years cash payments and/or RSU award(s)).
Each initial election RSU award shall be granted on the date of the directors initial election to the Board. Annual RSU awards shall be granted on the date of each Annual Meeting of Shareholders.
The terms of this program shall be periodically reviewed.
January 2010