Summary of Director Compensation Schedule Approved by Board of Directors on March 1, 2006
This document outlines the compensation plan for non-employee directors of the company, as approved by the Board of Directors on March 1, 2006. Non-employee directors will receive an annual cash retainer of $20,000, paid quarterly, a $1,000 fee for each board or committee meeting attended, and $20,000 in restricted stock granted annually, vesting after 12 months. The Audit Committee Chair receives an additional $5,000 retainer. The restricted stock grant is contingent on stockholder approval of a new equity incentive plan at the 2006 Annual Meeting.
Exhibit 10.3
SUMMARY OF COMPENSATION SCHEDULE FOR DIRECTORS
On March 1, 2006, the Board of Directors approved a revised compensation schedule for directors pursuant to which the Company will compensate each of the non-employee directors as follows:
Annual Board Cash Retainer: | $ | 20,000 | paid $5,000 quarterly | |||
Meeting Fee: | $ | 1,000 | * | paid per meeting | ||
Restricted Stock: | $ | 20,000 | granted at the annual meeting of stockholders; vesting 12 months after date of grant** | |||
Audit Committee Chair Retainer: | $ | 5,000 |
Under the prior compensation arrangement, the directors received an annual cash fee of $10,000, a fee of $500 per meeting and an option granted annually at the time of the annual stockholders meeting to purchase 5,000 shares of common stock of the Company.
* | Applies to both Board meetings and meetings of committees on which the director is a member. Members attending meetings by phone shall be paid meeting fees at a 50% rate. |
** | Grants of restricted stock are subject to stockholder approval of a new equity incentive plan for directors expected to be presented at the 2006 Annual Meeting of Stockholders. |