Summary of Non-Employee Directors’ Compensation Program

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Summary

This document outlines the compensation program for non-employee directors of the company. Directors receive an annual cash retainer of $56,500, with additional retainers for committee chairs: $10,000 for the Audit Committee, $7,500 for the Compensation Committee, and $5,000 for other committees. Directors are also granted stock-based awards valued at $50,000 annually, with 80% in restricted shares and 20% in stock options. These awards vest upon the director’s first re-election after the award date. Compensation is adjusted if a director is appointed mid-year.

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EX-10.1 2 j1075801exv10w1.htm EX-10.1 Exhibit 10.1  

Exhibit 10.1

Summary of Non-Employee Directors’ Compensation Program

     
Annual Retainer
   $56,500
 
    
Committee Chair Retainer
   Audit Committee -$10,000
 
   Compensation Committee -$7,500
 
   Other Committees -$5,000
 
    
Stock-based Awards
   $50,000 annual value
(to be granted at each reorganization
   80% allocated to restricted shares
meeting or pro-rated for any mid-year
   that vest on the first re-election of a
director appointment)
   director following the award date
 
    
 
   20% allocated to stock options with an
 
   exercise price equal to the fair market value
 
   of Company stock on the date of grant and
 
   vesting on the first re-election of a director
 
   following the award date