Director Compensation Policy
Exhibit 10.48
Director Compensation Policy
The following table sets forth the compensation payable to nonemployee directors of Lexmark International, Inc.:
| Annual Retainer Fee | $ | 60,000 | ||
| Annual Retainer Fee – Finance and Audit Committee Member | $ | 15,000 | ||
| Annual Retainer Fee – Compensation and Pension Committee Member | $ | 10,000 | ||
| Annual Retainer Fee – Other Committees Member | $ | 8,000 | ||
| Annual Chair Retainer Fee – Finance and Audit Committee | $ | 20,000 | ||
| Annual Chair Retainer Fee – Compensation and Pension Committees | $ | 12,000 | ||
| Annual Chair Retainer Fee – Other Committees | $ | 10,000 | ||
| Presiding Director Annual Retainer Fee | $ | 20,000 | ||
| Initial Equity Award (Restricted Stock Units) | $ | 150,000 | ||
| Annual Equity Award (Restricted Stock Units) | $ | 135,000 |
Terms of Equity Awards
Initial Equity Award (Restricted Stock Units)
| • | Grant Date: Date of Election to the Board |
| • | Number of RSUs: Face value of award divided by the closing price of Lexmark Class A Common Stock on the Grant Date, rounded up to the nearest whole share |
| • | Vesting: 100% vested on the sixth anniversary of the Grant Date |
| • | Settlement: On termination of status as a Board member |
Annual Equity Award (Restricted Stock Units)
| • | Grant Date: Annual Meeting of Stockholders |
| • | Number of RSUs: Face value of award divided by the closing price of Lexmark Class A Common Stock on the Grant Date, rounded up to the nearest whole share |
| • | Vesting: 100% vested on the date immediately preceding the next Annual Meeting of Stockholders |
| • | Settlement: 34% on the second anniversary of the date of grant and 33% on each of the third and fourth anniversaries of the date of grant |
Deferred Stock Units: Pursuant to the terms of the Lexmark International, Inc. 2005 Nonemployee Director Stock Plan, each nonemployee director may defer his or her retainer and/or meeting fees into Deferred Stock Units based on the fair market value of Lexmark Class A Common Stock on the date of deferral. The Deferred Stock Units are eligible for settlement initially on June 30th in the fifth year following the date of grant.
