Janus Capital Group Inc. Outside Director Compensation Program
This agreement outlines the compensation program for outside directors of Janus Capital Group Inc. Directors receive annual cash and stock retainers, with additional payments for committee chairs and the Non-Executive Chairman. A one-time restricted stock grant is provided upon joining the Board, with a three-year vesting period. Compensation is prorated for directors joining mid-year and may be deferred under the company's Directors Deferred Fee Plan. The agreement also notes a reduction in the Non-Executive Chairman's additional cash retainer as of October 2012.
Exhibit 10.27
JANUS CAPITAL GROUP INC.
OUTSIDE DIRECTOR COMPENSATION PROGRAM (1)
| Annual Board cash retainer |
| $ | 80,000 |
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| Annual Board stock retainer grant |
| $ | 80,000 |
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| 3-year vesting |
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| Annual Committee cash retainer (per Committee) |
| $ | 8,000 |
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| Additional annual cash retainer for Audit Committee Chair |
| $ | 20,000 |
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| Additional annual cash retainer for Compensation Committee Chair, |
| $ | 12,000 |
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| Non-Executive Chairman: additional annual cash retainer (payable in equal quarterly installments) |
| $ | 125,000 | (2) |
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| One-time restricted stock grant upon joining Board |
| $ | 80,000 |
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| 3-year vesting |
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Notes:
(1) All amounts are subject to proration if director joins after commencement of fiscal year (fiscal year begins on date of Annual Shareholders’ Meeting). All compensation may be deferred at the election of a director under the Company’s Directors Deferred Fee Plan. Equity awards are deferred in the form of restricted stock units.
(2) The Non-Executive Chairman additional cash retainer was reduced by 50% in the October 2012 Compensation Committee.
