Description of Compensation Payable to Non-Employee Directors (Effective July 1, 2018)
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Summary
This document outlines the compensation structure for non-employee directors of the company, effective July 1, 2018. Non-employee directors receive an annual board retainer of $85,000 and an annual grant of restricted stock or deferred stock credits valued at $125,000. Additional annual cash retainers are provided for specific roles, including $100,000 for the Non-Executive Chairman, $15,000 for the Audit Committee Chair, $12,000 for the Compensation Committee Chair, and $10,000 for the Nominating/Corporate Governance Committee Chair. Directors’ fees are paid quarterly, and grants for newly-elected directors are prorated based on their start date.
EX-10.12 3 kmt630201810kex1012.htm EXHIBIT 10.12 Exhibit
Exhibit 10.12
Description of Compensation Payable to Non-Employee Directors
Prior Compensation as of July 1, 2016 | New Compensation effective as of July 1, 2018 | |
Annual Board Retainer(1) | ||
All Non-Employee Directors | $80,000 | $85,000 |
Annual Grant of Restricted Stock or Deferred Stock Credits(2) | ||
All Non-Employee Directors | $120,000 | $125,000 |
Additional Annual Cash Retainers(1) | ||
Non-Executive Chairman of the Board | $100,000 | $100,000 |
Audit Committee Chair | $15,000 | $15,000 |
Compensation Committee Chair | $10,000 | $12,000 |
Nominating/Corporate Governance Committee Chair | $8,000 | $10,000 |
(1) Directors’ fees are paid quarterly.
(2) For newly-elected Directors, the annual grant of Restricted Stock Units will be prorated dependent upon and subject to the time at which a Director is elected or appointed to the Board.
