Summary of 2005 Compensation for Outside Directors of Kimberly-Clark Corporation

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Summary

This document outlines the 2005 compensation for outside directors of Kimberly-Clark Corporation. Each outside director receives a $70,000 annual cash retainer, paid quarterly, and a grant of 2,000 restricted share units at the start of the year. Additional restricted share units are granted to committee chairpersons and the lead director. The restricted share units cannot be transferred and vest when the director retires or leaves the board. This compensation replaces previous cash or stock options under the company's existing plan.

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EX-10.O 4 dex10o.htm SUMMARY OF OUTSIDE DIRECTORS' 2005 COMPENSAITION Summary of Outside Directors' 2005 Compensaition

Exhibit No. (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:

 

  •   A cash Retainer in the amount of $70,000, payable in quarterly installments in advance. No separate meeting fees will be payable for attending board and committee meetings.

 

  •   A grant of 2,000 Restricted Share Units. 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.

 

  •   The Chairman of each of the Audit, Compensation, and Nominating and Corporate Governance Committees will each receive an additional grant of 300 Restricted Share Units.

 

  •   The Lead Director will receive an additional grant of 500 Restricted Share Units.

 

  •   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.