Unitrin, Inc. Non-Employee Director Compensation Summary (February 2006)

Summary

This document outlines the compensation package for non-employee directors of Unitrin, Inc. as of February 1, 2006. Directors receive annual cash retainers, meeting attendance fees, and reimbursement for travel expenses. Additional fees are provided for service and chairmanship on various committees. Non-employee directors are also granted stock options for 4,000 shares upon joining the board and annually thereafter. The agreement specifies the amounts for each type of compensation and the conditions under which they are paid.

EX-10.15 3 rrd106749_11545.htm SUMMARY OF DIRECTOR COMPENSATION 2-2006 EXISTING DIRECTOR COMPENSATION PACKAGE Summary of Unitrin, Inc.

NON-EMPLOYEE DIRECTOR COMPENSATION

Cash Compensation

Board -- annual retainer and attendance fees/reimbursement of expenses:

$30,000
$1,500 for each board meeting attended
reimbursement of travel expenses incurred in connection with attending any board of director or committee meetings

Executive Committee -- annual retainer fees:

$8,000
Chairman -- additional $8,000

Audit Committee -- annual retainer and attendance fees:

$12,000
Chairman -- additional $12,000
$1,000 meeting fee for each Committee meeting attended on a day other than a day when Board meets

Compensation Committee -- annual retainer fees:

$5,000
Chairman -- additional $5,000

Nominating & Corporate Governance Committee -- annual retainer fees:

$5,000
Chairman -- additional $10,000

Equity Compensation

Pursuant to the 1995 Non-Employee Director Stock Option Plan, each eligible non-employee director receives a stock option grant for 4,000 shares of the Company's common stock (i) initially upon becoming a director; and (ii) annually following the Company's Annual Meeting of Shareholders.

February 1, 2006