Description of Changes to Compensation for Non-Management Directors and Committee Chairs
This document outlines changes approved by the Board of Directors regarding compensation for non-management directors and committee chairpersons, effective July 22, 2010. Non-management directors will receive an annual cash retainer of $100,000 and an annual equity grant valued at $100,000, with equity grants subject to a three-year transfer restriction unless the director retires. Committee chairpersons for the Audit Committee and Compensation and Leadership Talent Committee will receive an additional $20,000 annually.
Exhibit 10(iii)(A)(73)
Description of the Change in Compensation for Non-Management Directors and Committee Chairs
In a July meeting of the Board of Directors (the “Board”), the Board approved changes to the total compensation paid to non-management directors, as well as the annual fees for service as committee chairpersons.
Effective July 22, 2010, each non-management director will be paid an annual cash retainer of $100,000 and annual fees for committee chairpersons increased as follows: the Audit Committee and Compensation and Leadership Talent Committee chairpersons will receive $20,000.
In addition, each non-management director will receive an annual equity grant having a value of $100,000 on the date of grant. All equity grants will be subject to three year transfer restrictions, except in the case of the retirement of a director.
