Summary of Director Compensation Schedule Approved by Board of Directors on March 1, 2006

Summary

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.

EX-10.3 4 dex103.htm SUMMARY OF DIRECTOR COMPENSATION Summary of Director Compensation

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.