Kimberly-Clark Corporation 2005 Outside Directors' Compensation Summary

Summary

Kimberly-Clark Corporation outlines the 2005 compensation for its outside directors. Each outside director receives an $80,000 annual cash retainer, paid quarterly, and a grant of restricted share units valued at $130,000, with additional grants for committee chairs and the lead director. The share units cannot be transferred until the director retires or leaves the board. This compensation replaces previous cash or stock options under the existing plan.

EX-10.O 2 dex10o.htm SUMMARY OF OUTSIDE DIRECTORS' 2005 COMPENSATION Summary of Outside Directors' 2005 Compensation

Exhibit (10)o

Outside Directors’ Compensation

Each Outside Director of Kimberly-Clark Corporation will receive the following compensation for their services as a director, in accordance with the terms of the Corporation’s Outside Directors’ Compensation Plan (dated as of November 12, 2003) (the “Plan”). The compensation elements listed below supersede or are in lieu of all other cash or stock options currently set out under the Plan:

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A cash Retainer in the amount of $80,000, payable in quarterly installments in advance. No separate meeting fees will be payable for attending board and committee meetings.

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A grant of Restricted Share Units with a value of $130,000 on the grant date, based on the closing price for the Corporation’s common stock on that date (the “Grant Date Price”). This grant will be made effective as of the first business day of the year. Directors joining the Board during the year will receive a pro-rata grant of Restricted Share Units upon the effective date of their election to the Board.

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The Chairman of each of the Audit, Management Development and Compensation, and Nominating and Corporate Governance Committees will each receive an additional grant of Restricted Share Units with a value of $20,000 based on the Grant Date Price. This grant will be made effective as of the first business day of the year.

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The Lead Director will receive an additional grant of Restricted Share Units with a value of $30,000 based on the Grant Date Price. This grant will be made effective as of the first business day of the year.

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The Restricted Period for the Restricted Share Units shall commence on the date of grant and expire on the date each recipient retires from or otherwise terminates service on the Board. The Restricted Share Units may not be transferred during the Restricted Period.